FY2014 Preliminary Results
Transcription
FY2014 Preliminary Results
16 February 2015 Results for the 12 months ended 31 December 2014 (Unaudited) Based on IFRS and expressed in US Dollars (US$) Acacia Mining plc (“Acacia’’) reports full year 2014 results “2014 was a watershed year for Acacia as we returned to free cash generation for the first time since 2011, exceeding our initial production guidance and reducing all-in sustaining costs (AISC) year-on-year by 18%. Coupled with this we completed our rebranding to reflect our new approach to running the business, set out our five year plan for the Company and expanded our footprint into West Africa,” said Brad Gordon, Chief Executive Officer of Acacia Mining. “We have continued to deliver operationally and demonstrated consistent cost control which has meant that we have now exceeded the planned savings set out by the Operational Review 18 months ago. For 2015 we expect a further increase in production to 750,000 to 800,000 ounces of gold, predominantly in the second half, at reduced AISC of US$1,050 to US$1,100 per ounce sold driven by further operational improvements and the planned ramp up at Bulyanhulu.” Full Year Financial Highlights Revenue of US$930 million in line with 2013, as increased ounces sold offset the lower gold price 1,3 EBITDA of US$253 million, 5% higher than 2013, impacted by non-cash charges of US$27 million 3 Net earnings of US$90 million (US22.1 cents per share) Operational cash flow increased to US$290 million, a 55% increase on 2013 Cash position increased by US$11 million to stand at US$294 million as at 31 December 2014 Capital expenditure of US$254 million, 34% lower than 2013 due to revised mine plans and stringent capital controls Proposed final dividend of US2.8 cents per share, total dividend for 2014 of US4.2 cents per share, up 40% on 2013 Full Year Operational Highlights Gold production of 718,651 ounces, 13% higher than 2013, with gold sales of 703,680 ounces 1,2 AISC of US$1,105 per ounce sold, 18% lower than 2013 1,2 Cash costs of US$732 per ounce sold, 10% lower than 2013 Operational Review cost reductions of US$185 million delivered as planned Bulyanhulu CIL Expansion project fully commissioned in the fourth quarter Gokona Underground project approved by the Board and moving ahead into execution phase 2.3Moz of resources added at Bulyanhulu as a result of drilling programmes Greenfield exploration progressed well with continued positive results in West Kenya and entry into Burkina Faso Three months ended 31 December 2 2014 2013 181,084 165,375 194,243 168,167 744 774 (Unaudited) Gold production (ounces) Gold sold (ounces) 1 Cash cost (US$/ounce) 1 AISC (US$/ounce) 1 Average realised gold price (US$/ounce) (in US$'000) Revenue 1,3 EBITDA 3 Net earnings/(loss) 3 Basic earnings/(loss) per share (EPS) (cents) 3 Cash generated from operating activities 3,4 Capital expenditure Year ended 31 December 2 2014 2013 718,651 637,002 703,680 643,597 732 812 1,088 1,194 1,163 1,251 1,105 1,258 1,346 1,379 243,861 221,603 930,248 929,004 45,260 21,136 44,866 (97,700) 252,716 90,402 240,407 (781,101) 5.2 60,993 57,807 (23.8) 48,193 91,190 22.1 289,528 253,802 (190.4) 187,115 385,068 1 These are non-IFRS measures. Refer to page 25 for definitions 2013 comparative amounts have been restated to exclude Tulawaka 3 EBITDA, net earnings, earnings per share, cash generated from operating activities and capital expenditure include continuing and discontinued operations 4 Excludes non-cash capital adjustments (reclamation asset adjustments) and includes finance lease purchases 2 LSE:ACA www.acaciamining.com 1 CEO Statement I am delighted with the progress we have made across the business over the last twelve months. We continued to deliver operationally, with each quarter showing lower all-in sustaining costs. This discipline enabled us to return to free cash generation, for the first time since 2011, which was one of our key objectives for the year. Our continued operational improvement was driven by a fresh approach to running the Company focused on three key pillars: Our Business, Our People and Our Relationships. In order to further embed and reflect this approach, our shareholders voted to change the Company’s name to Acacia Mining plc from African Barrick Gold plc on 26 November. Our ambition is that, through the adoption of this new name, all of our people and external stakeholders become aligned with our new approach and goal of becoming a leading African mining company. We have already seen evidence that this is happening as the new approach is put into action. During 2014 we continued to enhance our mines and approved the development of an underground operation at North Mara which will significantly improve both the economics of the mine and the social situation in the area. We are continuing to turn Bulyanhulu into a world class mine and during the year engaged contractors to accelerate underground development to provide future flexibility as well as pouring the first gold from the CIL Plant Expansion at the mine. With a contrarian approach we took advantage of the dislocation in the market to expand our exploration footprint, and in November expanded into West Africa through an exciting and highly prospective exploration project in Burkina Faso. Year in Review 2014 was a successful year for Acacia, with production increasing again to 718,651 ounces, 13% higher than 2013 and 4% above the upper end of our initial guidance range for the year. Production increased at all three mines with Bulyanhulu up 18% on 2013, Buzwagi up 15% on 2013 and delivering its highest ever year of gold production and North Mara remaining the standout performer, producing 273,803 ounces as the grade from the Gokona pit continued to be strong. On the cost side, we demonstrated consistent cost control and have now taken US$600 per ounce out of our quarterly all-in sustaining costs (“AISC”) since Q3 2012. This translated into full year AISC of US$1,105 per ounce sold, down 18% on 2013 and at the bottom of our guidance range. We delivered on our targeted cost savings of US$185 million set out in the Operational Review in 2013 and our continued focus is on removing further costs from the mining cycle. As a result of the cost savings, cash costs per ounce continued to come down and for 2014 we delivered cash cost per ounce sold of US$732, below our guidance range and 10% lower than 2013. We returned to cash generation for the first time in three years during 2014, adding US$11 million to the balance sheet. Whilst this is positive, it does not reflect the scale of change that took place during the year, with positive cash flows of more than US$100 million before growth capital, dividends and Tulawaka sale costs. It should be noted that the average realised gold price of US$1,258 per ounce was over US$100 per ounce lower than 2013 and over US$400 per ounce lower than 2012, years in which we did not generate positive free cash flow. Total revenue for the year amounted to US$930.2 million which was in line with 2013 despite the lower average realised gold price as sale ounces for 2014 exceeded prior year sales by 9%. EBITDA increased by 5% to US$252.7 million in 2014 mainly due to a US$26.1 million reduction in gross direct mining costs, reflected in the 10% reduction of cash costs to US$732 per ounce sold. Earnings for the year were US$90 million, or US 22.1 cents per share. These were impacted by significant revaluations of our indirect tax balance held in Tanzanian shillings and out of the money oil hedges partially offset by deferred taxation changes at Buzwagi. Our Approach Our new approach to operating our assets has focused on three key pillars: Our Business, Our People and Our Relationships. We have made significant technical changes to Our Business, to ensure that each of our mines are correctly engineered and set up to deliver free cash flow: ‒ At Bulyanhulu, we have changed to a mechanised mining method, with long hole stoping becoming the prime mining method replacing labour intensive conventional hand-held mining. This is both safer and more cost effective than previous hand-held methods. We have also brought in contractors to accelerate development of the Upper East and Lower West Zones in the mine which will improve our mining flexibility and allow us to mine at our reserve grade. During the year we also commissioned the CIL Plant Expansion at the mine which will provide incremental low cost ounces from the reprocessing of tailings. ‒ At North Mara, we are moving forward with the creation of an underground operation at one of the mine’s open pits, having had the project approved by the Board in Q4 2014. The Gokona Underground project is expected to produce 450,000 ounces of gold over a 5 year life of mine, with an AISC of less than US$750 per ounce sold. We believe that this will be more profitable than open pit mining and will have a much lower impact on the surrounding communities. ‒ At Buzwagi, we shortened the life of the mine so that we are mining only profitable ounces. Our mine plan now produces positive cash flow over each year of its remaining life. LSE:ACA www.acaciamining.com 2 Our second pillar is Our People, who are our core asset. We have significantly reduced the levels of management, restructured our corporate offices, commenced a new cultural transformation programme (Tufanikiwe Pamoja / Together We Succeed) and introduced a behavioural safety programme (Tunajali / We Care). We are focused on creating a high performance culture where our people are held accountable, but are given the tools to succeed. As part of this process we have already uncovered real talent within the workforce as well as seeing talented people returning to Acacia. The final pillar is Our Relationships, which we have been focused on improving with the communities around our mines and with the Government. We have engaged more actively in the community, the media and our broader stakeholders. We have also worked hard to build our relationships with local and national Government officials to ensure that we receive the appropriate support for our business to continue to be a key economic development driver for our host countries. Expanding our Footprint We continue to look to enhance our portfolio of assets, and during 2014 made our first entry into West Africa by entering into an earn-in agreement over the South Houndé Project in Burkina Faso. We believe that exploration is a significant driver of value for the business over the long term and now is the time to invest, which is a contrarian view to many in the market. The earn-in allows us to earn an interest of up to 75% over a four year period in the highly prospective project which already includes a 1.5Moz Au Inferred resource. We also had a successful year within our existing exploration portfolio, with the drilling programmes at Bulyanhulu leading to the addition of 2.3Moz of gold into resources at very competitive costs. This is approximately half of our three year target to add 5Moz of gold resources at the mine as we look to ensure that production matches the geological endowment at Bulyanhulu. We also made good progress in Kenya with an extensive and successful aircore drilling programme across the land package which is now being followed up with deeper drilling. We will continue to look for further exploration acreage in West Africa as well as other opportunities to drive shareholder value. Safety It is with sadness that I report that we experienced a fatality during the year, with Emmanuel Mrutu, an underground miner at Bulyanhulu, passing away after having been fatally injured in a fall of ground incident at the mine in March. We fully investigated the incident and have implemented a number of recommendations to prevent re-occurrence. Safety is something I am passionate about and having been involved in underground mining for over 20 years, I am well aware of the risks. One of the key projects we started during the year was “Tunajali” or “We Care”, a behavioural safety programme designed to embed the culture of safety, rather than just relying on checks and processes. This programme has now been rolled out across all of our operations and we are beginning to see the benefits in our on-going safety statistics. We continue to target zero injuries and having every person going home safely every day. Indirect Taxes Further progress has been made with respect to the build-up of VAT, and the Company received net refunds of US$2.6 million during the fourth quarter, bringing total net refunds for 2014 to approximately US$41 million. Total gross refunds received in 2014 amounted to US$132.8 million. We have also continued discussions with the Tanzanian Government on the establishment of an appropriate mechanism to safeguard the recoverability of VAT payments over the long term. These are centred around the establishment of an escrow account for VAT paid on domestic goods, similar to that currently used to provide for the refunding of VAT paid on imports and our discussions are on-going. As at 31 December 2014, the outstanding amount relating to the total indirect tax receivable, not covered by the 2011 Memorandum of Settlement, stood at US$46 million, roughly US$49 million lower than 31 December 2013. Barrick Gold shareholding In March 2014, our majority shareholder Barrick Gold sold 10% of Acacia’s outstanding share capital to institutional shareholders. The placing was priced at 275 pence and reduced Barrick’s shareholding to 63.9%. This was a positive step by Barrick and increased our free float by around 40% which led to a subsequent increase in trading liquidity. Final dividend The Board of Directors is pleased to announce the approval of a final dividend for 2014 of US2.8 cents per share, an increase of 40% when compared to 2013. Subject to shareholders approving this recommendation at the AGM on 23 April 2015, the final dividend will be paid on 29 May 2015 to shareholders on the register as of 8 May 2015. The ex-dividend date is 7 May 2015. Together with our interim dividend of US1.4 cents per share, this represents a payout level of 19% of cash flow as defined by our dividend policy. Outlook The focus for 2015 is to continue to deliver free cash flow from our high quality portfolio of mines as we work to enable them to deliver to their full geological potential. We have implemented changes across our business in order to continue to drive cost reductions and production growth. We are focused on continued delivery operationally in order to drive free cash flow, of which 15-30% is expected to be returned to shareholders via dividends, with the remainder appropriately allocated across further capital returns, organic growth or acquisition opportunities. LSE:ACA www.acaciamining.com 3 We successfully overcame challenges to the business in 2014 and expect that 2015 will present similar challenges as we seek to successfully deliver on the turnaround at Bulyanhulu, move into commercial ore production from the Gokona Underground at North Mara and ensure that we maintain our strengthened relationships with all stakeholders and the Government. For 2015 we expect to see increased production of between 750,000 to 800,000 ounces of gold. Production at each of the mines is expected to remain in line with Q4 2014 during the first quarter, with the bulk of the increase in production expected to be realised in the second half of the year. At the mine level, we expect a significant ramp up at Bulyanhulu as we move through the year driven by an improvement in head grade, incremental production from the Upper East Zone and an increased contribution from the expanded CIL circuit. At Buzwagi, production is expected to be broadly in line with 2014 as we continue to operate around the reserve grade of the asset. At North Mara, head grade is expected to decline marginally as the Gokona pit transitions from an open pit to underground operation, leading to an increased proportion of ore being sourced from the lower grade Nyabirama pit during the year. This will be partially offset by the higher grade ore from underground. As a result we expect to see a corresponding reduction in production at the mine. We are targeting further reductions to our unit costs in 2015, predominantly driven by the incremental production at Bulyanhulu, and estimate the cash cost per ounce for the year, including royalties, will be between US$695-725 per ounce sold, a reduction of up to 5% on 2014. For 2015 we expect overall capital expenditure of between U$220 million – US$240 million, a further reduction on 2014 as we enforce stringent capital controls and move closer to industry average per ounce spend. We expect sustaining capital of US$90 million – US$100 million as we scale up operations at Bulyanhulu and set up the long term future at North Mara; with capitalised development, inclusive of deferred stripping of US$125 million – US$135 million. This is driven by increased development activity at Bulyanhulu which commenced in 2014 focused on opening additional mining areas, and at North Mara as work accelerates on the Gokona Underground project. The increase in spend is partially offset by a reduction in capital requirements at Buzwagi as it moves towards the end of mining activity. Expansionary capital of US$5 million relates to additional underground drilling at Bulyanhulu aimed at increasing the scale of the ore body as well as expansionary drilling at North Ma ra, predominantly under the Nyabirama pit. As a result of the above, coupled with flat corporate administration costs, we estimate all-in sustaining cost per ounce sold for the year will be between US$1,050 – US$1,100, a reduction of up to 5% on 2014. The evolution of these costs during the year will be driven by our production profile and as a result we expect to see lower costs in the second half than the first. Finally, I would like to thank all of my colleagues for their commitment, enthusiasm and hard work throughout what has been a transformative year for Acacia. I am delighted by our progress to date, and am driven by the opportunity to make this company a leader in Africa. I would also like to thank our Board for their support and guidance through the year and I am very much looking forward to 2015 and beyond. Brad Gordon Chief Executive Officer LSE:ACA www.acaciamining.com 4 Key statistics – restated to reflect Tulawaka as a discontinued operation (Unaudited) Tonnes mined (thousands of tonnes) Ore tonnes mined (thousands of tonnes) Ore tonnes processed (thousands of tonnes) Process recovery rate (percent)* Head grade (grams per tonne)* Gold production (ounces) Gold sold (ounces) Copper production (thousands of pounds) Copper sold (thousands of pounds) 1,4 Cash cost per tonne milled (US$/t) Per ounce data Three months ended 31 December 3 2014 2013 10,776 11,570 2,281 2,151 2,405 1,817 85.5% 88.5% 2.7 3.2 181,084 165,375 194,243 168,167 3,107 3,548 3,815 3,010 60 72 2 Average spot gold price 1 Average realised gold price 1 Total cash cost 1 All-in sustaining cost Average realised copper price (US$/lb) Year ended 31 December 3 2014 2013 41,684 54,076 8,170 7,225 8,413 7,914 88.0% 88.4% 3.0 2.8 718,651 637,002 703,680 643,597 14,068 11,970 13,448 11,570 61 66 1,201 1,194 1,276 1,251 1,266 1,258 1,411 1,379 744 1,088 2.80 774 1,163 3.31 732 1,105 3.01 812 1,346 3.24 Financial results – restated to reflect Tulawaka as a discontinued operation Three months ended 31 December (Unaudited, in US$'000 unless otherwise stated) Revenue Cost of sales Gross profit Corporate administration Share based payments Exploration and evaluation costs Corporate social responsibility expenses Impairment charges Other charges Profit/(loss) before net finance expense and taxation Finance income Finance expense Profit/(loss) before taxation Tax credit/(expense) Net profit/(loss) from continuing operations Discontinued operations: Net (loss)/gain from discontinued operations Net profit/(loss) for the year Attributed to: Owners of the parent (net earnings/(loss)) - Continuing operations - Discontinued operations Non-controlling interests - Discontinued operations Year ended 31 December 2014 243,861 (191,732) 52,129 (10,274) (2,416) (4,331) (3,412) (21,509) 10,187 385 (3,182) 7,390 13,906 21,296 3 2013 221,603 (169,770) 51,833 (8,273) (625) (5,979) (3,667) (133,320) (8,995) (109,026) 598 (2,462) (110,890) 19,232 (91,658) 2014 930,248 (688,278) 241,970 (32,685) (8,388) (18,284) (10,787) (47,921) 123,905 1,324 (10,043) 115,186 (25,977) 89,209 2013 929,004 (713,806) 215,198 (33,970) 1,813 (16,927) (12,237) (1,044,310) (30,424) (920,857) 1,670 (9,552) (928,739) 187,959 (740,780) 3 (160) 21,136 (8,684) (100,342) 726 89,935 (57,653) (798,433) 21,136 21,296 (160) - (97,700) (91,658) (6,042) (2,642) (2,642) 90,402 89,209 1,193 (467) (467) (781,101) (740,780) (40,321) (17,332) (17,332) 1 These are non-IFRS financial performance measures with no standard meaning under IFRS. Refer to”Non IFRS measures”’ on page 25 for definitions. Reflect the London PM fix price. Restated for the reclassification of Tulawaka as a discontinued operation. 4 Cash cost per tonne milled excluding the reprocessing of tailings at Bulyanhulu amounted to US$69 per tonne for the quarter and US$65 for the year ended 31 December 2014. *Reported process recovery rates and head grade include tailings retreatment at Bulyanhulu. Excluding the impact of the tailings retreatment Q4 and FY14 process recovery would be 87.4% and 88.9% respectively, with Q4 and FY14 head grade being 3.1g/t and 3.2g/t respectively 2 3 LSE:ACA www.acaciamining.com 5 For further information, please visit our website: www.acaciamining.com or contact: Acacia Mining plc +44 (0) 207 129 7150 Brad Gordon, Chief Executive Officer Andrew Wray, Chief Financial Officer Giles Blackham, Investor Relations Manager Bell Pottinger Daniel Thöle +44 (0) 203 772 2500 About Acacia Mining plc Acacia Mining plc (LSE:ACA), formerly African Barrick Gold, is Tanzania’s largest gold miner and one of the largest producers of gold in Africa. We have three producing mines, all located in Northwest Tanzania: Bulyanhulu, Buzwagi, and North Mara and a portfolio of exploration projects in Tanzania, Kenya and Burkina Faso. Our approach is focused on strengthening our three core pillars; our business, our people and our relationships. Our name change from African Barrick Gold to Acacia Mining reflects a new approach to mining, and an ambition to create a leading African Company. Acacia Mining is a UK public company headquartered in London. We are listed on the Main Market of the London Stock Exchange with a secondary listing on the Dar es Salaam Stock Exchange. Barrick Gold Corporation remains our majority shareholder. Acacia Mining reports in US dollars and in accordance with IFRS as adopted by the European Union, unless otherwise stated in this announcement. Conference call A presentation will be held for analysts and investors on 16 February 2015 at Noon London time. For those unable to attend, an audio webcast of the presentation will be available on our website www.acaciamining.com. For those who wish to ask questions, the access details for the conference call are as follows: Participant dial in: +44 (0) 203 003 2666 / +1 866 966 5335 Password: Acacia FORWARD- LOOKING STATEMENTS This report includes “forward-looking statements” that express or imply expectations of future events or results. Forward-looking statements are statements that are not historical facts. These statements include, without limitation, financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future production, operations, costs, projects, and statements regarding future performance. Forward-looking statements are generally identified by the words “plans,” “expects,” “anticipates,” “believes,” “intends,” “estimates” and other similar expressions. All forward-looking statements involve a number of risks, uncertainties and other factors, many of which are beyond the control of Acacia, which could cause actual results and developments to differ materially from those expressed in, or implied by, the forward-looking statements contained in this report. Factors that could cause or contribute to differences between the actual results, performance and achievements of Acacia include, but are not limited to, changes or developments in political, economic or business conditions or national or local legislation or regulation in countries in which Acacia conducts - or may in the future conduct - business, industry trends, competition, fluctuations in the spot and forward price of gold or certain other commodity prices (such as copper and diesel), currency fluctuations (including the US dollar, South African rand, Kenyan shilling and Tanzanian shilling exchange rates), Acacia’s ability to successfully integrate acquisitions, Acacia’s ability to recover its reserves or develop new reserves, including its ability to convert its resources into reserves and its mineral potential into resources or reserves, and to process its mineral reserves successfully and in a timely manner, Acacia‘s ability to complete land acquisitions required to support its mining activities, operational or technical difficulties which may occur in the context of mining activities, delays and technical challenges associated with the completion of projects, risk of trespass, theft and vandalism, changes in Acacia‘s business strategy including, the ongoing implementation of operational reviews, as well as risks and hazards associated with the business of mineral exploration, development, mining and production and risks and factors affecting the gold mining industry in general. Although Acacia‘s management believes that the expectations reflected in such forward-looking statements are reasonable, Acacia cannot give assurances that such statements will prove to be correct. Accordingly, investors should not place reliance on forward-looking statements contained in this report. Any forward-looking statements in this report only reflect information available at the time of preparation. Subject to the requirements of the Disclosure and Transparency Rules and the Listing Rules or applicable law, Acacia explicitly disclaims any obligation or undertaking publicly to update or revise any forward-looking statements in this report, whether as a result of new information, future events or otherwise. Nothing in this report should be construed as a profit forecast or estimate and no statement made should be interpreted to mean that Acacia‘s profits or earnings per share for any future period will necessarily match or exceed the historical published profits or earnings per share of Acacia. LSE:ACA www.acaciamining.com 6 LSE: ACA TABLE OF CONTENTS 2014 Operating Review 8 Exploration Review 12 Financial Review 15 Going Concern Statement 24 Non-IFRS measures 25 Risk Review 27 Condensed Financial Information: - Consolidated Income Statement and Consolidated Statement of Comprehensive Income 29/30 - Consolidated Balance Sheet 31 - Consolidated Statement of Changes in Equity 32 - Consolidated Statement of Cash Flows 33 - Notes to the Condensed Financial Information 34 LSE:ACA www.acaciamining.com 7 2014 Operating Review We made good progress across our assets in 2014 delivering production for the year of 718,651 ounces, an increase of 13% year on year, together with a 10% decrease in cash costs and an 18% decrease in AISC. Increased production drove a 9% increase in sales volumes to 703,680 ounces. Operationally, North Mara’s production of 273,803 ounces was 7% higher than the prior year due to improved throughput rates. AISC fell by 23% to US$947 per ounce sold predominantly due to lower capitalised development and sustaining capital expenditure together with the impact of increased sales volumes. During Q4 2014, our Board approved the Gokona Underground project which is expected to produce 450,000 ounces of gold over a 5 year life of mine, with an AISC of below US$750 per ounce sold. This project is now moving into the execution phase and is expected to deliver first stoping ore in the first half of 2015. Bulyanhulu saw an 18% increase in production to 234,786 ounces due to an improved run of mine grade (8.7g/t) as a result of access to higher grade stopes, coupled with higher throughput from the processing of reclaimed tailings which delivered 12,405 ounces of production. This was partially offset by lower recoveries as a result of underperformance of the elution circuit which led to increased tailings losses. AISC was down by 6% to US$1,266 per ounce sold as cost savings were partially offset by an investment in underground development to drive the grade improvement. At Buzwagi, gold production for the year of 210,063 ounces was 15% higher than 2013, due to improved head grade as a result of mining in the main ore zone and increased recoveries due to business improvement projects. This was partially offset by a 7% decrease in throughput due to plant downtime for planned and unplanned maintenance. Changes to the mine plan in 2013 reduced waste tonnes mined, delivering a 24% reduction in total tonnes mined against the prior year. The combination of these factors resulted in a reduction in AISC of 30% to US$1,055 per ounce sold. Total tonnes mined during the year amounted to 41.7 million tonnes, a decrease of 23% on 2013 as a result of the changes to mine plans at both North Mara and Buzwagi. Ore tonnes mined were 8.2 million tonnes compared to 7.2 million in 2013, also as a result of the changes to the mine plans in 2013. Ore tonnes processed amounted to 8.4 million tonnes, an increase of 6% on 2013 primarily driven by increased throughput at Bulyanhulu and North Mara partially offset by reduced throughput at Buzwagi. Head grade for the year of 3.0 g/t was 7% higher than in 2013 (2.8 g/t). This was due to a 13% increase in head grade at Buzwagi and a 12% increase in run of mine grade at Bulyanhulu, partially offset by the reprocessing of lower grade tailings at Bulyanhulu. Our cash costs for the year were 10% lower than in 2013, and amounted to US$732 per ounce sold. The decrease was primarily due to: ‒ The impact of the increased production base (US$112/oz); ‒ Reduction in the workforce (mainly a 28% decrease in the international workforce compared to the same period in 2013) (US$29/oz); and ‒ Lower G&A costs driven by lower warehouse related costs and lower management fee charges given the overall lower corporate cost structure (US$22/oz). Partly offset by: ‒ Lower capitalised development costs at Buzwagi and North Mara as a result of the revised mine plans driving a lower strip ratio (US$72/oz); and ‒ Higher maintenance costs at Bulyanhulu and Buzwagi due to increased maintenance activity as a result of maintenance scheduling and the impact of maintenance cycles (US$19/oz). The all-in sustaining cost of US$1,105 per ounce sold for the year was 18% lower than 2013, predominantly due to lower cash costs as described above and the impact of higher sales volumes on per unit costs, combined with an increased production base mainly driven by the improved head grade, lower sustaining capital expenditure at all sites and lower capitalised development costs at North Mara and Buzwagi due to the revised mine plans. As a result of operational and working capital improvements, cash generated from operating activities in 2014 increased by 55% over the prior year period to US$289.5 million despite the reduction in the average realised sales price. Capital expenditure for the year ended 31 December 2014 amounted to US$253.8 million compared to US$385.1 million in 2013. Capital expenditure primarily comprised capitalised development expenditure (US$132.4 million), including US$21.2 million related to development costs for the Bulyanhulu Upper East and Lower West projects, investment in the Bulyanhulu CIL Expansion project (US$44.5 million), component and equipment costs (US$21.8 million) and investments in tailings and infrastructure (US$32.4 million). As previously announced, as of 1 January 2015 we have changed our definition of gold produced. Going forward, we will record only gold poured as production ounces and will not include changes to our gold-in-circuit (“GIC”) ounces. Whilst we expect GIC to remain relatively stable going forward, we will now eliminate any potential volatility from movement in GIC levels and would expect our production ounces to more closely match our sales ounces. This new definition is included in our expected production levels for 2015. LSE:ACA www.acaciamining.com 8 Mine Site Review Bulyanhulu Key statistics (Unaudited) Key operational information: Ounces produced Ounces sold 1 Cash cost per ounce sold 1 AISC per ounce sold Copper production Copper sold Underground ore tonnes hoisted Run-of-mine processing: Ore milled Head grade Mill recovery Ounces produced 1 Cash cost per tonne milled Reprocessed tailings: Ore milled Head grade Mill recovery Ounces produced Capital Expenditure - Sustaining capital - Capitalised development - Expansionary capital - Non-cash reclamation asset adjustments Total capital expenditure Three months ended 31 December 2014 2013 Year ended 31 December 2014 2013 oz oz US$/oz US$/oz Klbs Klbs Kt 66,033 63,166 772 1,225 1,370 1,425 245 53,186 56,735 776 1,118 1,348 1,304 222 234,786 215,740 812 1,266 5,289 4,925 909 198,286 195,304 890 1,344 4,855 4,508 872 Kt g/t % oz US$/t 245 9.0 83.8% 58,998 199 229 7.9 91.2% 53,186 193 906 8.7 88.0% 222,381 193 871 7.8 90.9% 198,286 200 Kt g/t % oz 390 1.0 59.4% 7,035 - 617 1.1 56.9% 12,405 - US$('000) US$('000) US$('000) 9,936 14,210 6,272 30,418 (181) 30,237 4,333 10,750 41,581 56,664 (5) 56,659 23,388 60,151 48,010 131,549 6,141 137,690 25,193 45,428 114,912 185,533 (10,044) 175,489 US$('000) US$('000) 1 These are non-IFRS financial performance measures with no standard meaning under IFRS. Refer to”Non IFRS measures”’ on page 24 for definitions. Operating performance Full year gold production of 234,786 ounces was 18% higher than the prior year due to improved run of mine grade. This was driven by increased access to higher grade stopes coupled with higher throughput as a result of the processing of tailings. This was partially offset by lower recoveries as a result of underperformance of the elution circuit which led to increased tailings losses. Gold ounces sold of 215,740 ounces were 10% higher than 2013 primarily due to the higher production base, but were lower than production for the year due to strong production late in Q4 impacting on the timing of sales and a build-up in gold in circuit as the new CIL circuit was commissioned. Copper production of 5.3 million pounds for the year was 9% higher than in 2013 due to higher copper grades combined with higher run of mine throughput. Cash costs for the year of US$812 per ounce sold were 9% lower than the prior year of US$890, driven by the higher production base, combined with savings in labour costs mainly due to a reduction in the international workforce, lower general administration costs primarily resulting from lower management fees and increased capitalised development costs driven by development acceleration projects. This was partially offset by higher contractor costs incurred for ore development and higher energy costs mainly as a result of the increased processing activity with the new CIL circuit now fully commissioned. AISC per ounce sold for the year of US$1,266 was 6% lower than in 2013 (US$1,344), as lower cash costs and sustaining capital expenditure were partially offset by the investment in capitalised development. The new CIL circuit was commissioned during the second half of 2014 with the first gold pour taking place in August 2014. Production for the year from reprocessed tailings amounted to 12,405 ounces, lower than planned as a result of delays in construction completion, issues experienced in the elution circuit performance and the detoxification of the tailings. The project to accelerate the retreatment of the historic higher grade tailings in preference to the rougher tailings was completed and commissioning trials have commenced. In 2014 a key focus was on the accelerated development of the Upper East and Lower West zones to provide increased mining flexibility and to ensure the mine is able to deliver to its geological potential. In order to achieve this, a specialist development LSE:ACA www.acaciamining.com 9 contractor was engaged in April. During the year total development costs incurred for the two initiatives (expensed and capitalised) were US$21.2 million, and this is included in the Bulyanhulu and Group AISC figures. During the fourth quarter initial development ore from both zones was delivered to the mill. Capital expenditure for the year before reclamation adjustments amounted to US$131.5 million, 29% lower than the 2013 expenditure of US$185.5 million, mainly driven by lower expansionary capital spend as the new CIL circuit was completed in 2014. Capital expenditure for 2014 consisted mainly of capitalised underground development costs (US$60.2 million including US$21.2 million related to development costs for the Bulyanhulu Upper East Lower West projects) and expansionary capital investment relating to the new CIL circuit (US$44.5 million). Buzwagi Key statistics (Unaudited) Key operational information: Ounces produced Ounces sold 1 Cash cost per ounce sold 1 AISC per ounce sold Copper production Copper sold Mining information: Tonnes mined Ore tonnes mined Processing information: Ore milled Head grade Mill recovery 1 Cash cost per tonne milled Capital Expenditure - Sustaining capital - Capitalised development - Non-cash reclamation asset adjustments Total capital expenditure Three months ended 31 December 2014 2013 oz oz US$/oz US$/oz Klbs Klbs Kt Kt Kt g/t % US$/t US$('000) US$('000) US$('000) US$('000) Year ended 31 December 2014 2013 44,398 55,316 818 990 1,738 2,390 51,830 50,382 941 1,300 2,200 1,706 210,063 213,399 791 1,055 8,780 8,523 181,984 187,348 945 1,506 7,115 7,062 6,878 1,248 7,244 1,250 24,510 4,692 32,177 3,753 1,052 1.4 94.2% 43 945 1.9 88.8% 50 4,086 1.7 92.4% 41 4,400 1.5 88.2% 40 4,225 2,759 6,984 (1,318) 5,666 4,309 10,812 15,121 (2,318) 12,803 12,817 31,357 44,174 (1,131) 43,043 31,589 60,136 91,725 (9,230) 82,495 1 These are non-IFRS financial performance measures with no standard meaning under IFRS. Refer to”Non IFRS measures”’ on page 24 for definitions. Operating performance Gold production for the year of 210,063 ounces was 15% higher than 2013, driven by improved head grade as a result of mining in the main ore zone and increased recoveries due to business improvement projects. This was partially offset by a 7% decrease in throughput due to plant downtime for both planned and unplanned maintenance. Gold sold for the year amounted to 213,399 ounces, 14% above that of 2013 due to the higher production and 2% above production due to the sale of ounces on hand at the start of the year. Recoveries increased by 5% over 2013 as a result of business improvement initiatives in the second half of the year providing improved blending and management of the CIL plant’s performance, coupled with the increased head grade. Total tonnes mined for the year of 24.5 million tonnes were 24% lower than in 2013 due to changes in the mine plan compared to 2013, as already reported. Copper production of 8.8 million pounds for the year was 23% higher than in 2013 driven by the higher concentrate production and higher copper grades. Cash costs for the year of US$791 per ounce sold were 16% lower than in 2013 (US$945). Cash costs were positively impacted by a higher production base and savings driven by lower contracted services costs due to lower rates, lower energy costs which in turn were affected by lower self-generation as a result of improved TANESCO reliability, lower labour costs as a result of the reduction in the international workforce and lower corporate costs incurred and allocated to site. This was partially offset by lower capitalised development costs as a result of the change in the mine plans and increased maintenance costs driven by equipment breakdowns and plant maintenance. AISC per ounce sold for the year of US$1,055 was 30% lower than in 2013 (US$1,506). This was driven by the lower cash cost base and lower capitalised development and sustaining capital expenditure. LSE:ACA www.acaciamining.com 10 Capital expenditure for the year before reclamation adjustments, of US$44.2 million was 52% lower than in 2013 (US$91.7 million). The significant change to the mine plan communicated in 2013 reduced required investment in waste movement and sustaining capital. Key capital expenditure for the year included capitalised stripping costs (US$31.4 million), investment in tailings and infrastructure (US$7.0 million) and component change out costs (US$5.4 million). North Mara Key statistics (Unaudited) Key operational information: Ounces produced Ounces sold 1 Cash cost per ounce sold 1 AISC per ounce sold Mining information: Tonnes mined Ore tonnes mined Processing information: Ore milled Head grade Mill recovery 1 Cash cost per tonne milled Capital Expenditure - Sustaining capital - Capitalised development - Expansionary capital - Non-cash reclamation asset adjustments Total capital expenditure Three months ended 31 December 2014 2013 oz oz US$/oz US$/oz Year ended 31 December 2014 2013 70,655 75,760 668 912 60,358 61,050 636 1,075 273,803 274,540 623 947 256,732 260,945 659 1,227 3,653 788 4,104 678 16,265 2,569 21,027 2,601 Kt g/t % US$/t 718 3.5 86.9% 70 643 3.4 86.0% 60 2,804 3.5 87.2% 61 2,643 3.5 86.8% 65 US$('000) US$('000) US$('000) 4,967 4,674 5,604 15,245 12,219 27,464 3,562 13,651 445 17,658 (4,506) 13,152 18,049 40,900 13,126 72,075 16,003 88,078 38,386 65,594 949 104,929 (11,271) 93,658 Kt Kt US$('000) US$('000) 1 These are non-IFRS financial performance measures with no standard meaning under IFRS. Refer to”Non IFRS measures”’ on page 24 for definitions. Operating performance Production for the year of 273,803 ounces was 7% higher than the prior year primarily as a result of higher throughput rates, which exceeded the prior year period by 6%. The higher milled tonnes were due to business improvement initiatives in both the mining and milling areas. Gold ounces sold for the year of 274,540 ounces were in line with production, and 5% higher than the prior year due to the higher production base. Cash costs for the year of US$623 per ounce sold were 5% lower than in 2013 (US$659). Cash costs were positively impacted by the higher production base, lower labour costs as a result of the reduction in the international workforce and lower management fees, partially offset by lower capitalised mining costs due to changes in the mine plan compared to 2013. AISC per ounce sold for the year of US$947 was 23% lower than in 2013 (US$1,227) predominantly due to lower cash costs, capitalised development and sustaining capital expenditure in combination with the impact of increased sales volumes. During Q4 2014, the Acacia Board approved the Gokona Underground project which is expected to produce 450,000 ounces of gold over a 5 year life of mine, with an AISC of below US$750 per ounce sold. This project is now moving into the execution phase with the underground exploration portal, which will help to develop a better understanding of the ore body. As at 31 December 2014 the portal was 301 metres advanced and it is expected to encounter development ore in the first quarter of 2015. Following the Board approval future capital expenditure will be classified as either sustaining capital or capitalised development and is expected to amount to US$30 million in 2015. The total expansionary capital spend on the project in 2014 amounted to US$13.1 million. Capital expenditure for the year before reclamation adjustments of US$72.1 million was 31% lower than in 2013 (US$104.9 million), due to lower capitalised development and lower sustaining capital expenditure, partially offset by higher expansionary expenditure. Key capital expenditure included capitalised stripping costs (US$40.9 million), investments in component costs (US$10.2 million) and tailings and infrastructure ($7.1 million). LSE:ACA www.acaciamining.com 11 Exploration Review Introduction Overall, 2014 was a successful year of execution and delivery across our greenfield and brownfield exploration projects. During the year, US$18.3 million of exploration activities were expensed, with a further amount of US$2.2 million relating to exploration and evaluation activities being capitalised. Key highlights included our entry into highly prospective acreage in Burkina Faso, successful drilling at our greenfield joint venture projects in Kenya, and further successful drilling results from our brownfield exploration projects at Bulyanhulu from both surface and underground drilling. Brownfield Exploration In 2014, near-mine brownfield exploration successfully identified extensions to known resources. The brownfield exploration programme was entirely focused on the Bulyanhulu ore body where surface and underground diamond core drilling returned excellent results from step-out resource drilling on both Reef 1 and Reef 2 mineralised systems. This work has led to the inclusion of a total of 2.3Moz to Indicated and Inferred resources and has extended the resource envelope by 1.5 kilometres to the West. Bulyanhulu During 2014, Bulyanhulu undertook two diamond core exploration programmes, one from surface targeting Western extensions of both the Reef 1 and Reef 2 veins series, and the second from underground, targeting depth extensions of Reef 2 in the East of the mine. Lower West Programme – Surface The programme was designed to test the extensions of the Reef 1 structure from 400 metres to 1,200 metres west of the current Bulyanhulu resource where historic drilling had shown indications of further gold mineralisation. Additionally, holes were also drilled to intersect the Reef 2 vein series, and provide support that the Reef 2 system is mineralised up to 2 kilometres west of the currently delineated underground resources. A total of 9,721 metres of diamond core was drilled from surface holes during 2014, bringing the total for the programme to 14,373 metres in a total of 16 holes. Results from the drilling successfully showed the continuation of high-grade gold mineralisation in the narrow reef-style structures in the western areas of both the Reef 1 and Reef 2 series. Better results from the programme, which have all previously been reported, included significant intersections of: Reef 1 BGMDD0054W1: 0.70m @ 18.7g/t Au from 1,435m - Reef 1 BGMDD0054W2: 1.0m @ 23.8g/t Au from 1,640m - Reef 1 BGMDD0055W3: 0.79m @ 7.00g/t Au from 1,059m – Reef 1 BGMDD0056W2: 1.25m @ 16.5g/t Au from 1,550m - Reef 1 Reef 2 Series BGMDD0054: 2.0m @10.7g/t Au from 1,174m - Reef 2 series BGMDD0054: 0.5m @ 37.9g/t Au from 1,335m - Reef 2 series BGMDD0054W2: 1.02m @ 24.2g/t Au from 1,034m - Reef 2 series BGMDD0054W6: 0.50m @ 31.1g/t Au from 681m - Reef 2 series BGMDD0056W1: 0.50m @ 94.6g/t Au from 805m - Reef 2 series BGMDD0056W2: 2.25m @ 26.6g/t Au from 906m - Reef 2 series The results from 2013/2014 surface drilling programme have been very positive and demonstrated that gold mineralisation, particularly on the Reef 2 vein system, continues west of the mine, which opens the potential for a significant resource expansion on the Reef 2 series at relatively shallow levels (<1,000-1,600m) compared to the Reef 1 system. East Deeps Underground Drilling The programme targeted extensions of the East Zone high-grade ore shoot on the Bulyanhulu Reef 2 system outside of the current resource model. The programme was drilled from several underground drill platforms with a total of 3,058 metres of diamond core completed from three holes during 2014, bringing the total for the programme to 5 holes for 5,598 metres. The results received during 2014 were all from the Reef 2 series, and included better intersections of: UX4700-405: 1.0m @ 19.0g/t Au from 621m UX4700-407: 1.3m @ 76.7g/t Au from 1203m UX4700-408: 1.75m @ 13.6g/t Au from 1,042m UX4700-410: 0.5m @ 18.4g/t Au from 1167m LSE:ACA www.acaciamining.com 12 These Reef 2 drill intersections prove the continuity, at depth, of the high-grade East Zone mineralisation, and show that the high-grade shoot remains open at depth. Results from both of the drilling programmes were included in the year end resource and reserve calculations and increased Indicated Resources by 760koz and Inferred Resources by 1.6Moz for a total addition of 2.3Moz. Furthermore, the surface programme extended the extent of mineralisation by 1.5km to the west of the previous resource shell. Future drilling programmes to both infill the area between the western extension areas and the current Reef 1 and Reef 2 resource areas and to infill East Deeps area will be completed from underground, by the Bulyanhulu Mine Geology Group, over the next 3-5 years targeting a further addition of 3Moz of resources. Greenfield Exploration Throughout 2014, we have continued our focus on identifying new greenfields exploration opportunities to complement our existing exploration portfolio. We have significantly progressed our understanding of the West Kenya joint venture properties and have seen very encouraging results from reconnaissance and diamond core drilling. Additionally, we entered into a joint venture with Sarama Resources Limited, over a large and highly prospective land package in the Houndé Belt of Burkina Faso. We continue to look throughout Africa for opportunities to further enhance and diversify our exploration portfolio through low cost joint ventures or option agreements. Kenya West Kenya Joint Venture Projects An extensive exploration programme was completed in 2014 across the entire area of Acacia’s West Kenya projects including 2 aircore drilling of 1,171 holes for 42,232 metres, 10,759 soil samples, 1,060km of mapping and 190 line kilometres of IP surveys significantly advancing our understanding of the Busia-Kakamega greenstone belt and developing in excess of 40 new targets for follow-up work. Kakamega Dome Camp Aircore drilling tested several gold-in-soil anomalies along the “Liranda Corridor” on the south side of the Kakamega Dome. The aircore programme was completed in H1 2014 and was very successful with 247 holes of the 992 holes completed since the programme commenced in 2013, returning anomalous results (>0.1g/t Au) of which 87 holes intersected zones of >0.50g/t Au. Better results from the 2014 activity included: KDAC0312: 3m @ 15.2 g/t Au from 41m and 9m @ 1.71 g/t Au from 62m KDAC0617: 6m @ 7.7 g/t Au, including 3m @ 13.7 g/t Au KDAC0832: 12m @ 2.77 g/t Au KDAC0841: 15m @ 1.94 g/t Au and 6m @ 4.35 g/t Au KDAC0858: 6m @ 22.3 g/t Au, including 3m @ 44 g/t Au KDAC0877: 12m @ 12.6g/t Au, including 3m @ 46.3 g/t Au KDAC 0998: 6m @ 3.20 g/t Au from 105m The gold mineralisation has been intersected in a variety of rock types along the Liranda Corridor, which indicates opportunities to test for different types and styles of gold deposits in this area. The majority of gold mineralisation intersected to date has been within weathered (oxidised) bedrock, often associated with quartz veining. The aircore results are very encouraging given the current line spacing of the aircore traverses varies between 200 metres and 400 metres and the average depth of drilling to date is a relatively shallow at approximately 50 metres. In late 2014 we commenced a diamond core drill programme to investigate the orientation and continuity of gold mineralisation intersected in the aircore drilling to date. By year end a total of 20 holes had been completed for 3,709 metres of diamond core. Delays in the transport and processing of drill core samples over the end-of-year period resulted in a limited number of results being received and processed through QA/QC procedures by the period end. Initial interpretation of diamond core drill results and structural data indicates that in a number of areas drilling has not intersected the mineralised interval and subsequently follow-up drill holes have been re-oriented to assess the geology and mineralised structures at the appropriate drill angle. A number of scissor holes have now been drilled to complete this task. Lake Zone Camp In tandem with the aircore drilling, we are undertaking gradient and pole-dipole IP and Resistivity across selected gold-in-soil anomalies throughout the Lake Zone Camp in the central and western areas of the project. A total of 190 line kilometres of surveys were completed in 2014. Ten targets showing distinct resistivity and/or chargeability zones coincident with the gold-insoil anomalies have been delineated and should be considered as priority targets for future drilling programmes. The Abimbo target in the far west of the West Kenya project area is expected to be the first target tested in 2015; this target is a Gold2 Copper-Molybdenum-Arsenic soil geochemical anomaly that extends over 6km and is co-incident with a large IP anomaly. LSE:ACA www.acaciamining.com 13 Burkina Faso South Houndé Joint Venture In November, Acacia entered into an earn-in agreement with Sarama Resources Ltd (“Sarama”) whereby Acacia can earn an interest of up to 70% with the expenditure of up to US$14 million over a number of staged payments, at Sarama’s highly prospective South Houndé Project in Burkina Faso (the “Project”). Acacia may increase its interest in the Project to 75% on satisfaction of certain conditions relating to resource delineation. 2 The Project comprises seven contiguous exploration licences covering a total area of 814km in South-West Burkina Faso approximately 300km south-west of Ouagadougou and 90km southeast of Bobo-Dioulasso, the second largest city in Burkina Faso. Access to the area is via a major sealed bitumen road from Ouagadougou to Bobo-Dioulasso and then via a network of secondary and tertiary roads. The Project area is sparsely populated. Sarama has identified a number of high-quality exploration targets including the 1.5Moz Au Tankoro Resource. The Tankoro Resource extends over 5.5km strike within a 25km long mineralised corridor, one of three such mineralised corridors on the property. Previous exploration including surface geochemistry, geophysics (IP), aircore and reverse circulation drilling have defined a number of high quality exploration targets along strike from the Tankoro resource and on multiple sub-parallel northnortheast trending corridors within the South Houndé Project. Going forward, exploration programmes will target high grade extensions to the existing Tankoro resource base, both along strike and at depth. Regional programmes will target new high-value discoveries across the Project through the use of geophysics (IP and aeromagnetic surveys) and extensive drilling programmes. The South Houndé JV agreement was signed in November 2014 with an initial 3-month work programme commencing shortly thereafter. By the end of 2014, soil sampling had commenced on the Tyikoro licence and an induced polarisation (IP) survey extending the Tankoro IP grid had been completed. Additionally, a total of 59 aircore holes (3,377 metres), seven reverse circulation holes (944 metres) and two diamond core holes (624 metres) had been completed across several targets; we expect to release initial results during Q1 2015. It is anticipated that two diamond rigs and one reverse circulation rig will be in operation for most of Q1 2015 following up positive aircore results and IP targets, as well as testing for high-grade plunge extensions to the MC and MM zones . LSE:ACA www.acaciamining.com 14 Financial Review The continued strong operational performance during the year was partially offset by the continuing weak gold price environment in 2014, with the average realised gold price US$121 per ounce lower than the prior year. This is reflected in the Acacia Group’s financial results for the year ended 31 December 2014: Revenue of US$930.2 million was US$1.2 million higher than 2013 driven by an increase in sales volumes of 60,083 ounces (9%), which offset a 9% decrease in the average realised gold price to US$1,258 per ounce sold (US$1,379 per ounce sold in the prior year). Cash costs decreased to US$732 per ounce sold from US$812 in 2013, driven by the higher production base, lower labour costs, lower warehouse costs and lower corporate costs incurred and allocated to site. All-in sustaining costs decreased to US$1,105 per ounce sold from US$1,346 in 2013 due to lower cash costs, lower sustaining capital expenditures and capitalised development costs combined with the impact of increased sales volumes on per unit costs. EBITDA increased by 5% to US$252.7 million, mainly driven by lower direct mining costs. Operational cash flow of US$289.5 million was 55% higher than 2013, primarily as a result of reduced operating costs and decreased working capital investment due to a decrease in other current assets, mainly driven by VAT refunds received from the Tanzanian Government, an increase in trade payables due to the timing of payments, partially offset by an investment in gold inventory and an increase in dore and concentrate receivables. The following review provides a detailed analysis of our consolidated results for the year ended 31 December 2014 and the main factors affecting financial performance. It should be read in conjunction with the unaudited consolidated financial information and accompanying notes on pages 28 to 46, which have been prepared in accordance with International Financial Reporting Standards as adopted for use in the European Union (“IFRS”). Market overview Our financial results are impacted by external drivers in the form of commodity prices, exchange rates and the cost of energy. Their impact in 2014 and our positioning going into 2015 are set out below. The market price of gold has a significant impact on Acacia’s operating earnings and its ability to generate cash flows. Gold price volatility continued to be elevated during 2014 with the gold price ranging from a high of US$1,385 per ounce to a low of US$1,142 per ounce and closing the year at US$1,206 per ounce. Market gold prices averaged US$1,266 per ounce in 2014, a 10% decline from the prior year average of US$1,411. The price of gold has been influenced by US Dollar strength, low interest rates worldwide, investment demand and the monetary policies implemented by major world central banks. Exchange traded fund (“ETF”) outflows were in part met by strong physical demand in Asia with jewellery demand in China accounting for one third of the world market. Gold is still viewed as a portfolio diversifier by central banks, which now hold a significant portion of global bullion reserves and continue to increase holdings. As the US economy improved during 2014, the US Federal Reserve started to taper its bond purchase programme which culminated in September 2014. Equities performed well and the dollar appreciated which together with divergence in major central bank policies, caused gold prices to be extremely volatile during 2014. We continued our policy of no gold hedging during 2014. Copper Acacia also produces copper as a co-product which is recognised as a part of revenue. Copper traded between US$2.86 and US$3.37 per pound in 2014. The average market copper price for 2014 was US$3.11 compared with US$3.32 per pound in 2013. Key external drivers of the copper prices include Chinese demand, the world’s largest consumer, the US growth outlook, existing stock levels and supply growth. During 2014 we utilised an option collar strategy whereby 75% of our estimated copper production was hedged at an average floor price of US$3.12 per pound and an average ceiling price of US$3.41 per pound, resulting in a realised gain of US$408 thousand for the year. In 2015 we have continued this strategy and put in place floor protection on 24% of our expected copper production at an average floor price of US$3.08 per pound and an average ceiling price of US$3.35 per pound. Fuel Brent Crude oil traded between US$57 and US$115 per barrel and averaged US$100 per barrel (2013: US$109 per barrel) while trading at around US$58 per barrel at the end of the year. We consumed approximately 496,000 barrels of diesel in 2014 (2013: 610,000). Diesel fuel is refined from crude oil and is therefore subject to the same price volatility affecting crude oil prices and has a significant impact on our production costs. Crude oil has been impacted by the strength of the US dollar and increased supplies from North America that resulted in an oversupply. Our overall oil exposure is heavily impacted by grid power reliability across all three operations and mining activity at our open pit mines. During 2014 we utilised an option collar strategy to hedge 75% of our estimated diesel consumption at an average floor price of US$88 per barrel and average capped LSE:ACA www.acaciamining.com 15 price of US$105 per barrel. In 2015 we have continued this strategy and put in place protection on approximately 75% and 64% of our expected 2015 and 2016 consumption respectively with average floors of US$97 and US$69 and a capped price of US$110 and US$90 per barrel respectively. Currency Exchange rates A portion of Acacia’s expenditure is incurred in currencies other than US dollars. The exposure relating to other currencies is approximately 26% of the Company’s total expenditure, of which the main contributing currencies are the Tanzanian shilling and the South African rand. In 2014, the rand declined significantly against the US dollar as the US dollar strengthened, domestic factors persisted and investors shunned riskier rand-denominated assets. The Tanzanian shilling remained relatively stable as the Bank of Tanzania imposed exchange controls throughout the year. We have put in place floor protection on approximately 75% of our expected rand operating expenditures for 2015 with average floors of ZAR10.43. In light of potential rand weakness we have average ceilings of ZAR12.80 for 2015. Discontinued operation – Tulawaka Following the acquisition of Tulawaka by STAMICO in February 2014, the financial results of Tulawaka have been presented as discontinued operations in the consolidated financial information. The comparative results in the consolidated income statement have been presented as if Tulawaka had been discontinued from the start of the comparative period, effectively excluding the net result relating to Tulawaka from individual income statement lines and aggregating it in one line called “Net profit/(loss) from discontinued operations”. A reconciliation to group results is set out on page 20. The financial performance below is stated for continuing operations. Revenue Revenue for 2014 of US$930.2 million was in line with 2013. The 9% increase in sales volumes (60,083 ounces) was more than offset by a 9% decrease in the realised gold prices from US$1,379 per ounce sold in 2013 to US$1,258 in 2014 as a result of lower market prices. The increase in sales ounces was due to the higher production base. Included in total revenue is co-product revenue of US$45.3 million for 2014, which increased by 5% from the prior year period (US$43.0 million) due to higher copper sales volumes, partly offset by a lower realised copper price. The 2014 average realised copper price of US$3.01 per pound compared unfavourably to that of 2013 (US$3.24 per pound), and was driven by global market factors regarding supply and demand. Cost of sales Cost of sales was US$688.3 million for 2014, representing a decrease of 4% on the prior year (US$713.8 million). The key aspects impacting the cost of sales for the year were: Lower depreciation and amortisation charges driven by the lower capital base employed for the year slightly offset by the higher production base; and Cost savings across labour, energy and fuel and general administration costs, combined with an increased investment in gold inventory relating to ore stockpiles at Buzwagi and gold in circuit. This was partially offset by: A lower proportion of mining costs being capitalised at Buzwagi and North Mara due to the change in mine plans; Higher maintenance costs at Buzwagi and Bulyanhulu due to increased maintenance activity as a result of a focus on implementing improved maintenance practices and the impact of maintenance cycles; and Higher refining charges due to increased sales ounces. The table below provides a breakdown of cost of sales: (US$'000) (Unaudited) Cost of Sales Direct mining costs Third party smelting and refining fees Royalty expense Depreciation and amortisation Total Three months ended 31 December 2014 2013 138,446 7,228 10,830 35,228 191,732 LSE:ACA 126,826 5,160 9,396 28,388 169,770 Year ended 31 December 2014 2013 493,933 24,937 41,284 128,124 688,278 508,166 16,790 40,871 147,979 713,806 www.acaciamining.com 16 A detailed breakdown of direct mining expenses is shown in the table below: (US$'000) (Unaudited) Direct mining costs Labour Energy and fuel Consumables Maintenance Contracted services General administration costs Gross direct mining costs Capitalised mining costs Total direct mining costs Three months ended 31 December 2014 2013 32,003 29,974 27,988 29,977 28,695 17,786 166,423 (27,977) 138,446 36,757 30,565 24,612 21,970 24,723 27,842 166,469 (39,643) 126,826 Year ended 31 December 2014 2013 132,656 130,486 103,770 104,452 96,785 77,360 645,509 (151,576) 493,933 152,870 133,797 104,188 90,926 96,957 92,902 671,640 (163,474) 508,166 Gross direct mining costs of US$645.5 million for 2014 were 4% lower than 2013 (US$671.6 million). Individual cost components comprised: A 13% reduction in labour costs, mainly as a result a 28% reduction in international employees across the sites, driven by localisation efforts. A 2% reduction in energy and fuel expenses, driven primarily by lower diesel usage at Buzwagi as a result of reduced mining and processing activity and less self-generation due to increased reliance on supply from TANESCO, partially offset by higher costs at Bulyanhulu due to the higher mining and processing activity coupled with higher TANESCO pricing. A 15% increase in maintenance costs, driven by increased maintenance investment, specifically relating to mining equipment repairs at Buzwagi and Bulyanhulu, and to improve group maintenance practices. A 17% decrease in general administration costs, across all sites driven by lower warehouse costs combined with lower corporate costs incurred and allocated to sites. Capitalised direct mining costs, consisting of capitalised development costs and the change in inventory charge, is made up as follows: (US$'000) (Unaudited) Capitalised direct mining costs Capitalised development costs (Investment in)/ drawdown of inventory Total capitalised direct mining costs Three months ended 31 December 2014 2013 (20,248) (7,729) (27,977) (35,254) (4,389) (39,643) Year ended 31 December 2014 2013 (122,782) (28,794) (151,576) (173,245) 9,771 (163,474) Capitalised development costs were 29% lower than 2013, driven by the decrease in waste tonnes mined at Buzwagi and North Mara due to the revised mine plans previously announced. This was in part offset by an increase in capitalised development costs at Bulyanhulu. The investment in inventory was US$28.8 million, higher than in 2013 due to a build-up of ore inventory at Buzwagi due to lower throughput rates and increased gold in circuit inventory at Bulyanhulu. This was slightly offset by a drawdown of ore stockpiles at North Mara as a result of the improved throughput rate and plant performance. LSE:ACA www.acaciamining.com 17 Central costs Corporate administration expenses totalled US$32.7 million for 2014, a 4% decrease on 2013 (US$34.0 million) driven by further savings in labour costs as a result of the continued restructuring of the corporate function and savings in travel costs, partially offset by increased legal fees. The increase in the share based payment expense was a result of the stronger share price performance, specifically when compared to our peers, impacting on the valuation. (US$'000) (Unaudited) Corporate administration Stock based payments Total central costs Three months ended 31 December 2014 2013 10,274 2,416 12,690 8,273 625 8,898 Year ended 31 December 2014 2013 32,685 8,388 41,073 33,970 (1,813) 32,157 Exploration and evaluation costs Exploration and evaluation costs of US$18.3 million were incurred in 2014, 8% higher than the US$16.9 million spent in 2013. The key focus areas for 2014 were extension drilling on both Reef 1 and 2 at Bulyanhulu (US$7.2 million), and exploration programmes at the West Kenya Joint Venture project amounting to US$5.6 million. Also included in exploration costs is US$1.5 million relating to our investment and share of expenses of the South Houndé project in Burkina Faso. Corporate social responsibility expenses Corporate social responsibility costs incurred amounted to US$10.8 million for the year compared to the prior year of US$12.2 million. The main projects for 2014 related to Village Benefit Implementation Agreements (“VBIAs”) at North Mara and larger contributions to general community projects funded from the Acacia Maendeleo Fund; of the total spend for 2014, US$8.5 million was spent on Acacia Maendeleo Fund projects and VBIA’s. Other charges Other charges amounted to US$47.9 million, 58% higher than 2013 (US$30.4 million). The main contributors were: (i) Acacia’s ongoing programme of zero cost collar contracts as part of a programme to mitigate the negative impact of copper, rand and fuel cost market volatility. The entry into these arrangements resulted in a combined mark-to-market revaluation loss of US$13.6 million, due to the fact that these arrangements do not qualify for hedge accounting combined with a significant decline in the market price of oil, (ii) non-cash foreign exchange losses mainly related to the indirect tax receivables due to the weakening of the Tanzanian shilling (US$13.5 million), (iii) Operational Review costs, including external services and retrenchment costs of US$13.7 million and (iv) legal costs of US$6.7 million. Refer to note 8 of the condensed financial information for further details. Finance expense and income Finance expense of US$10.0 million for 2014 was 5% higher than 2013 (US$9.6 million). The key drivers were accretion expenses relating to the discounting of the environmental reclamation liability (US$4.7 million) and US$2.4 million (US$3.1 million in 2013) relating to the servicing of the US$150 million undrawn revolving credit facility. Other costs include bank charges and interest on finance leases. Interest costs relating to the project financing on the Bulyanhulu CIL Plant Expansion project were capitalised to the cost of the asset up to 30 September 2014 due to the facility being directly attributable to the asset. For the year ended 31 December 2014 US$2.9 million of borrowing costs have been capitalised to the project. From 1 October 2014, borrowing costs relating to the CIL Bulyanhulu Expansion project were expensed as the new CIL circuit was fully commissioned. The first principal repayment for this facility will be made in July 2015. Finance income relates predominantly to interest charged on non-current receivables and interest received on money market funds. Refer to note 9 of the condensed financial information for details. Taxation matters The taxation charge was US$26.0 million for 2014, compared to a credit of US$188.0 million in 2013. The tax charge was made up solely of deferred tax charges and reflects the impact of the profitability on a year-to-date basis. The effective tax rate in 2014 amounted to 23% compared to 20% in 2013. The increase is mainly driven by the increase in taxable income and the utilisation of previously unrecognised tax losses at Buzwagi (US$21.1 million) all recorded in Q4 2014, driven by the mine’s anticipated future profitability as per the revised mine plan. LSE:ACA www.acaciamining.com 18 Net earnings from continuing operations As a result of the factors discussed above, net profit from continuing operations for 2014 was US$89.2 million, against the prior year loss of US$740.8 million. Lower costs of sales and no impairment charges incurred in 2014 contributed to the variance. This was partially offset by the higher tax charge and other charges. Earnings per share The earnings per share for 2014 amounted to US22.1 cents, an increase of US212.5 cents from the prior year loss of US190.4 cents. The increase was driven by increased net profit with no change in the underlying issued shares. Earnings per share from continuing operations amounted to US21.8 cents. Discontinued operations Below is a reconciliation showing Group financial performance on a line by line basis, with Tulawaka being classified as a discontinued operations for 2013 and 2014. Year ended 31 December 2014 (US$’000) (Unaudited) Revenue Cost of sales Gross profit/ (loss) Corporate administration Share based payments Exploration and evaluation costs Corporate social responsibility expenses Impairment charges Other charges Profit/(loss) before net finance expense and taxation Finance income Finance expense Profit/(loss) before taxation Tax (expense)/ credit Net profit/ (loss) Continuing operations 930,248 (688,278) 241,970 (32,685) (8,388) (18,284) (10,787) (47,921) Discontinued operations (118) 805 123,905 1,324 (10,043) 115,186 (25,977) 89,209 687 77 (38) 726 726 LSE:ACA Year ended 31 December 2013 Total 930,248 (688,278) 241,970 (32,685) (8,388) (18,284) (10,905) (47,116) Continuing operations 929,004 (713,806) 215,198 (33,970) 1,813 (16,927) (12,237) (1,044,310) (30,424) Discontinued operations 13,514 (30,368) (16,854) (1,351) 40 (3,259) (16,701) (19,442) Total 942,518 (744,174) 198,344 (35,321) 1,853 (16,927) (15,496) (1,061,011) (49,866) 124,592 1,401 (10,081) 115,912 (25,977) 89,935 (920,857) 1,670 (9,552) (928,739) 187,959 (740,780) (57,567) 30 (116) (57,653) (57,653) (978,424) 1,700 (9,668) (986,392) 187,959 (798,433) www.acaciamining.com 19 Financial position Acacia had cash and cash equivalents on hand of US$293.9 million as at 31 December 2014 (US$282.4 million as at 31 December 2013). The Group’s cash and cash equivalents are with counterparties whom the Group considers to have an appropriate credit rating. Location of credit risk is determined by physical location of the bank branch or counterparty. Investments are held mainly in United States dollars, with cash and cash equivalents in other foreign currencies maintained for operational requirements. During 2013, a US$142 million facility was put in place to fund the bulk of the costs of the construction of the Bulyanhulu CIL Plant Expansion project (“Project”). The Facility is collateralised by the Project, and has a term of seven years with a spread over Libor of 250 basis points. The seven year Facility is repayable in equal instalments (bi-annual) over the term of the Facility, after a two year repayment holiday period. The interest rate has been fixed at 3.6% through the use of an interest rate swap. The full facility of US$142 million was drawn in 2013 with the first repayment due in H2 2015. The above complements the existing undrawn revolving credit facility of US$150 million which runs until November 2017. The net book value of property, plant and equipment increased from US$1.28 billion in December 2013 to US$1.43 billion in December 2014. The main capital expenditure drivers have been explained in the cash flow used in the investing activities section below, and have been offset by depreciation charges of US$124.1 million. Refer to note 12 to the condensed financial information for further details. Total indirect tax receivables, net of a discount provision applied to the non-current portion, decreased from US$159.8 million as at 31 December 2013 to US$108.1 million as at 31 December 2014. The decrease was mainly due to refunds of US$132.8 million received during 2014, which was partially offset by a net increase in current VAT receivables of approximately US$81 million. The net deferred tax position decreased from an asset of US$14.9 million as at 31 December 2013 to a liability of US$11.1 million as at 31 December 2014. This was mainly as a result of taxable income in 2014, the impact of timing differences and the utilisation of previously unrecognised tax losses at Buzwagi (US$21.1 million), driven by the mine’s anticipated future profitability as per the revised mine plan. Net assets attributable to owners of the parent increased from US$1.93 billion in December 2013 to US$2.0 billion in December 2014. The increase reflects the current year profit attributable to owners of the parent of US$90.4 million and the payment of the final 2013 dividend of US$8.2 million and the 2014 interim dividend of US$5.7 million. Cash flow generation and capital management Cash flow – continuing and discontinued operations For the three months ended 31 December (US$’000) (Unaudited) 2014 2013 Cash generated from operating activities 60,993 48,193 Cash used in investing activities (50,305) (84,865) Cash (used in)/ provided by financing activities (2,616) 30,487 Increase/ (decrease) in cash 8,072 (6,185) Foreign exchange difference on cash (950) (69) Opening cash balance 286,728 288,663 Closing cash balance 293,850 282,409 Year ended 31 December 2014 289,528 (256,992) (19,016) 13,520 (2,079) 282,409 293,850 2013 187,115 (386,850) 82,322 (117,413) (1,526) 401,348 282,409 Cash flow from operating activities was US$289.5 million for 2014, an increase of US$102.4 million, when compared to 2013 (US$187.1 million). The increase relates to the increased gold production and improved cost performance as well as an increase in inflows associated with working capital of US$61.3 million when compared to 2013. The working capital inflow relates to a decrease in other current assets of US$28.0 million, mainly driven by VAT refunds received from the Tanzanian Government and an increase in trade payables of US$22.7 million due to the timing of payments compared to the prior year. This was partially offset by an investment in gold inventory of US$29.2 million and an increase in doré and concentrate receivables of US$10.0 million. Cash flow used in investing activities was US$257.0 million for 2014, a decrease of 34% when compared to 2013 (US$386.9 million), driven by lower sustaining capital expenditure at Buzwagi and North Mara, lower expansionary capital expenditure due to higher spending on the Bulyanhulu CIL Expansion project in 2013 and lower capitalised development expenditure at Buzwagi and North Mara. LSE:ACA www.acaciamining.com 20 A breakdown of total capital and other investing capital activities for the year ended 31 December is provided below: (US$’000) (Unaudited) Year ended 31 December 2014 2013 Sustaining capital Expansionary capital Capitalised development Total cash capital Non-cash rehabilitation asset adjustment 1 Non-cash sustaining capital 53,138 61,136 132,408 246,682 21,013 1,244 84,474 117,469 171,158 373,101 (30,740) 11,967 Total capital expenditure Other investing capital 2 - Non-current asset movement - Cash flow related to the sale of Tulawaka 268,939 354,328 (1,323) (11,633) 13,749 - 1 Total non-cash sustaining capital includes the impact of capital accruals excluded from cash sustaining capital of US$6.9 million as well as FX adjustments on revaluation of assets. 2 Non-current asset movements relates to the investment in the land acquisitions reflected as prepaid operating leases and Tanzania government receivables. Sustaining capital Sustaining capital expenditure includes the investment in mine equipment of US$21.8 million, mainly relating to component change outs at North Mara and Bulyanhulu and investment in tailings and infrastructure at Bulyanhulu (US$18.3 million), North Mara (US$7.1 million) and Buzwagi (US$7.0 million). Expansionary capital Expansionary capital expenditure consisted mainly of the Bulyanhulu CIL Expansion project (US$44.5 million) and the Gokona Underground project at North Mara ($13.1 million). Capitalised development Capitalised development capital includes capitalised stripping for North Mara (US$40.9 million) and Buzwagi (US$31.4 million) and Bulyanhulu capitalised underground development (US$60.2 million). Non-cash capital Non-cash capital was US$22.3 million and consisted mainly of reclamation asset adjustments (US$21.0 million) and the full year increase in capital accruals (US$6.9 million), partially offset by the revaluation of Rand based assets. The reclamation adjustments were driven by changes in estimates of future reclamation cash flows combined with lower US risk free rates driving lower discount rates. Other investing capital The sale of Tulawaka to STAMICO resulted in a cash payment of the balance of the rehabilitation fund, less the transaction consideration on completion and amounted to US$11.6 million. During 2014 North Mara incurred land purchases totalling US$9.0 million. This was offset by a reduction in other non-current assets of US$7.4 million. Cash flow used in financing activities for the year ended 31 December 2014 was an outflow of US$19.0 million, a decrease of US$101.3 million on an inflow of US$82.3 million in 2013. The outflow relates to payment of the final 2013 dividend of US$8.2 million, payment of the 2014 interim dividend of US$5.7 million and finance lease payments of US$5.1 million. Dividend An interim dividend of US1.4 cents per share was paid to shareholders on 22 September 2014. The Board of Directors have recommended a final dividend for 2014 of US2.8 cents per share, subject to the shareholders approving this recommendation at the AGM. LSE:ACA www.acaciamining.com 21 Significant judgements in applying accounting policies and key sources of estimation uncertainty Many of the amounts included in the consolidated financial information require management to make judgements and/or estimates. These judgements and estimates are continuously evaluated and are based on management’s experience and best knowledge of the relevant facts and circumstances, but actual results may differ from the amounts included in the consolidated financial information included in this release. Information about such judgements and estimation is included in the accounting policies and/or notes to the consolidated financial statements, and the key areas are summarised below. Areas of judgement and key sources of estimation uncertainty that have the most significant effect on the amounts recognised in the consolidated financial statements include: Estimates of the quantities of proven and probable gold reserves; The capitalisation of production stripping costs; The capitalisation of exploration and evaluation expenditures; Review of goodwill, tangible and intangible assets’ carrying value, the determination of whether these assets are impaired and the measurement of impairment charges or reversals; The estimated fair values of cash generating units for impairment tests, including estimates of future costs to produce proven and probable reserves, future commodity prices, foreign exchange rates and discount rates; The estimated useful lives of tangible and long-lived assets and the measurement of depreciation expense; Property, plant and equipment held under finance leases; Recognition of a provision for environmental rehabilitation and the estimation of the rehabilitation costs and timing of expenditure; Whether to recognise a liability for loss contingencies and the amount of any such provision; Whether to recognise a provision for accounts receivable, a provision for obsolescence on consumables inventory and the impact of discounting the non-current element of the indirect tax receivable; Recognition of deferred income tax assets, amounts recorded for uncertain tax positions, the measurement of income tax expense and indirect taxes; Determination of the cost incurred in the productive process of ore stockpiles, gold in process, gold doré/bullion and concentrate, as well as the associated net realisable value and the split between the long term and short term portions; Determination of fair value of derivative instruments; and Determination of fair value of stock options and cash-settled share based payments. LSE:ACA www.acaciamining.com 22 Going concern statement Acacia Group’s business activities, together with factors likely to affect its future development, performance and position are set out in the operational and financial review sections of this report. The financial position of Acacia Group, its cash flows, liquidity position and borrowing facilities are described in the preceding paragraphs of this financial review. At 31 December 2014, the Group had cash and cash equivalents of US$293.9 million with a further US$150 million available under the undrawn revolving credit facility which remains in place until November 2017. Total borrowings at the end of the year amounted to US$142 million, of which the first repayment is only repayable in H2 2015. Included in other current assets are amounts due to the Group relating to indirect taxes of US$45.9 million which are expected to be received within 12 months, but these will be offset to an extent by new claims submitted for input taxes incurred during 2015. The refunds remain dependent on processing and payments of refunds by the Government of Tanzania. We expect that the above, in combination with the expected operational cash flow generated during 2015, will be sufficient to cover the capital requirements and other commitments for the foreseeable future. In assessing Acacia Group’s going concern status the Directors have taken into account the above factors, including the financial position of Acacia Group and in particular its significant cash position, the current gold and copper price and market expectations for the same in the medium term, and Acacia Group’s capital expenditure and financing plans. After making appropriate enquiries, the Directors consider that Acacia and Acacia Group as a whole has adequate resources to continue in operational existence for the foreseeable future and that it is appropriate to adopt the going concern basis in preparing the financial statements. LSE:ACA www.acaciamining.com 23 Non-IFRS Measures Acacia has identified certain measures in this report that are not measures defined under IFRS. Non-IFRS financial measures disclosed by management are provided as additional information to investors in order to provide them with an alternative method for assessing Acacia’s financial condition and operating results. These measures are not in accordance with, or a substitute for, IFRS, and may be different from or inconsistent with non-IFRS financial measures used by other companies. These measures are explained further below. Average realised gold price per ounce sold is a non-IFRS financial measure which excludes from gold revenue: - Unrealised mark-to-market gains and losses on provisional pricing from copper and gold sales contracts; and - Export duties. Cash cost per ounce sold is a non-IFRS financial measure. Cash costs include all costs absorbed into inventory, as well as royalties, and production taxes, and exclude capitalised production stripping costs, inventory purchase accounting adjustments, unrealised gains/losses from non-hedge currency and commodity contracts, depreciation and amortisation and corporate social responsibility charges. Cash cost is calculated net of co-product revenue. The table below provides a reconciliation between cost of sales and total cash cost to calculate the cash cost per ounce sold. (US$'000) Three months ended 31 December 2014 2013 191,732 169,770 (Unaudited) Total cost of sales Year ended 31 December 2014 2013 688,278 713,806 Deduct: depreciation and amortisation Deduct: Co-product revenue Total cash cost (35,228) (11,910) 144,594 (28,388) (11,181) 130,201 (128,124) (45,253) 514,901 (147,979) (43,012) 522,815 Total ounces sold Cash cost per ounce Discontinued operations Attributable cash cost per ounce 194,243 744 744 168,167 774 774 703,680 732 732 643,597 812 15 827 Refer to note 5 to the condensed financial information for a reconciliation to all-in sustaining cost per ounce sold. The presentation of these statistics in this manner allows Acacia to monitor and manage those factors that impact production costs on a monthly basis. Cash cost per ounce sold is calculated by dividing the aggregate of these costs by gold ounces sold. Cash costs and cash cost per ounce sold are calculated on a consistent basis for the periods presented. All-in sustaining cost (AISC) is a non-IFRS financial measure. The measure is in accordance with the World Gold Council’s guidance issued in June 2013. It is calculated by taking cash cost per ounce sold and adding corporate administration costs, reclamation and remediation costs for operating mines, corporate social responsibility expenses, mine exploration and study costs, realised gains and/or losses on operating hedges, capitalised stripping and underground development costs and sustaining capital expenditure. This is then divided by the total ounces sold. A reconciliation between cash cost per ounce sold and AISC for the key business segments is presented below: (Unaudited) (US$/oz sold) Cash cost per ounce sold Corporate administration Share based payments Rehabilitation Mine exploration CSR expenses Capitalised development Sustaining capital Total continuing operations Three months ended 31 December 2014 Bulyanhulu North Mara Three months ended 31 December 2013 ACA Group ongoing operations Buzwagi Bulyanhulu North Mara Buzwagi ACA Group ongoing operations 772 49 7 6 (2) 11 225 157 668 39 16 1 22 62 104 818 39 (8) 4 10 50 77 744 53 12 9 18 111 141 776 69 (1) 4 2 2 189 77 636 42 (1) 24 8 46 224 96 941 47 (1) 8 1 4 215 85 774 49 4 12 4 22 209 89 1,225 912 990 1,088 1,118 1,075 1,300 1,163 Discontinued operations Total LSE:ACA - 8 1,088 1,171 www.acaciamining.com 24 (Unaudited) (US$/oz sold) Cash cost per ounce sold Corporate administration Share based payments Rehabilitation Mine exploration CSR expenses Capitalised development Sustaining capital Total continuing operations Year ended 31 December 2014 Year ended 31 December 2013 Buzwagi ACA Group ongoing operations 812 49 3 7 2 7 279 107 623 37 1 18 2 18 149 99 791 38 1 5 1 12 147 60 732 46 12 11 1 15 188 100 890 72 7 3 6 233 133 659 39 (1) 29 12 31 251 207 945 52 (1) 15 2 4 321 168 812 53 (3) 18 6 19 266 175 1,266 947 1,055 1,105 1,344 1,227 1,506 1,346 Bulyanhulu North Mara Discontinued operations Total Bulyanhulu North Mara Buzwagi ACA Group ongoing operations - 16 1,105 1,362 AISC is intended to provide additional information on the total sustaining cost for each ounce sold, taking into account expenditure incurred in addition to direct mining costs, depreciation and selling costs. Cash cost per tonne milled is a non-IFRS financial measure. Cash costs include all costs absorbed into inventory, as well as royalties, by-product credits, and production taxes, and exclude capitalised production stripping costs, inventory purchase accounting adjustments, unrealised gains/losses from non-hedge currency and commodity contracts, depreciation and amortisation and corporate social responsibility charges. Cash cost is calculated net of co-product revenue. Cash costs per tonne milled are calculated by dividing the aggregate of these costs by total tonnes milled. EBITDA is a non-IFRS financial measure. Acacia calculates EBITDA as net profit or loss for the period excluding: - Income tax expense; Finance expense; Finance income; Depreciation and amortisation; and Impairment charges of goodwill and other long-lived assets. EBITDA is intended to provide additional information to investors and analysts. It does not have any standardised meaning prescribed by IFRS and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. EBITDA excludes the impact of cash costs of financing activities and taxes, and the effects of changes in operating working capital balances, and therefore is not necessarily indicative of operating profit or cash flow from operations as determined under IFRS. Other companies may calculate EBITDA differently. A reconciliation between net profit for the period and EBITDA is presented below: (US$’000) Three months ended 31 December (Unaudited) 2014 2013 Net profit/ (loss) for the period 21,136 (100,342) Plus income tax (credit)/ expense (13,906) (19,232) Plus depreciation and amortization* 35,228 29,258 Plus: impairment charges/ write-offs 133,320 Plus finance expense 3,194 2,476 Less finance income (392) (614) EBITDA 45,260 44,866 Year ended 31 December 2014 2013 89,935 (798,433) 25,977 (187,959) 128,124 157,820 1,061,011 10,081 9,668 (1,401) (1,700) 252,716 240,407 *Depreciation and amortisation includes the depreciation component of the cost of inventory sold. EBIT is a non-IFRS financial measure and reflects EBITDA adjusted for depreciation and amortisation and goodwill impairment charges. LSE:ACA www.acaciamining.com 25 Mining statistical information The following describes certain line items used in the Acacia Group’s discussion of key performance indicators: - Open pit material mined – measures in tonnes the total amount of open pit ore and waste mined. - Underground ore tonnes hoisted – measures in tonnes the total amount of underground ore mined and hoisted. - Total tonnes mined includes open pit material plus underground ore tonnes hoisted. - Strip ratio – measures the ratio of waste-to-ore for open pit material mined. - Ore milled – measures in tonnes the amount of ore material processed through the mill. - Head grade – measures the metal content of mined ore going into a mill for processing. - Milled recovery – measures the proportion of valuable metal physically recovered in the processing of ore. It is generally stated as a percentage of the metal recovered compared to the total metal originally present. LSE:ACA www.acaciamining.com 26 Risk Review During the year we have made significant changes to the way that we run our business, which has resulted in a number of changes to our principal risks profile. Whilst our principal risks continue to fall within four broad categories: strategic risks, financial risks, external risks and operational risks, as a result of a range of cost control and revised operating and planning initiatives implemented during the year, the following risks are no longer viewed as principal risks to the management and operation of our business: (i) costs and capital expenditure; (ii) utilities supply; (iii) land acquisitions; and (iv) organisational restructuring. In addition to this and again due to enhancements made to business practices throughout the year, we have allocated a medium risk rating to the following risks, previously viewed as high-level risks in 2013: Community relations: we have continued to enhance community relations practices this year, having seen noticeable benefits through the investments made by the Acacia Maendeleo Fund and other community relations initiatives, in addition to the continued successful implementation of our stakeholder engagement model and social management plans. In addition, we continue to work on enhancements to our corporate social responsibility strategy, particularly with a view to enhancing economic empowerment initiatives, and other measures that enhance relationships with our local stakeholders, such that we believe we have adequate initiatives in place to manage and mitigate material risks to such relationships. Employee, contractor and industrial relations: we have continued to strengthen employee relations and practices during the year, noticeably through our implementation of our new accountable management system and enhanced practices for industrial relations management. We also successfully implemented core elements of organisational restructuring at Bulyanhulu throughout the year and continue to advance our targets for workforce nationalisation across the Group, such that risks relating to employees and contractors are now viewed as having a medium impact to our business. Reserves and resources estimates: whilst it will never be possible to give assurances or certainty as regards reserves and resources estimates due to the varying nature and various factors which can impact such estimates, as a result of the improvements we have introduced, and will continue to implement as regards mine planning and cost controls this year, we believe that we have reduced certain exposures in this context, such that risks in this regard are now viewed as having a medium impact to our business. Taxation reviews: as noted in the financial review of the year, we have made significant progress in the management and recoverability of Acacia’s indirect tax receivables, particularly in the context of VAT, such that whilst any significant change to the taxation regime in Tanzania could have a material adverse effect on our financial position, our 2014 risk rating reflects the positive progress made to achieve resolutions to existing disputes. In conjunction with the re-assessment of certain risks, we have also looked at the impact of emerging risks to our business, and believe it is appropriate to add the following as new principal risks, given their importance to ongoing operations: Safety risks relating to mining operations: despite the significant health, safety and risk management systems that Acacia has in place for its underground and surface mining operations, mining and in particular underground mining is subject to a number of hazards and risks in the workplace, such as fall of ground relating to underlying geotechnical risks, potential fires and mobile equipment incidents, such that safety incidents in the workplace may unfortunately occur and did occur in 2014. Implementation of enhanced operational systems: throughout 2014 we have made a number of enhancements to mine planning and financial modelling practices as part of continuing reviews of existing operational systems and models, required to support increased productivity and ongoing reductions in operating cost profiles. Given the ongoing nature of systems reviews and the importance of this to the achievement of future business objectives, we believe it appropriate to monitor the implementation of enhanced operational systems as a principal risk going forward. Equipment effectiveness: previously we have reviewed risks relating to equipment effectiveness in the context of availability of critical processes. However, as part of ongoing reviews we have decided to separate this into a standalone risk in order to chart equipment availability, utilisation and productivity as required to meet increasing output levels. Occupational health and life threatening diseases: in prior years we have viewed occupational health and disease risks as medium, given the range of health and safety controls across our business. However, given the impact of certain epidemics this year across the African region, notably the impact of Ebola in West Africa, we have heightened monitoring of risks relating to occupational health and life threatening diseases this year. Further details as regards our Principal Risks and Uncertainties will be provided as part of the 2014 Annual Report and Accounts. Directors The Directors serving on the Board during the year will be listed in Acacia’s annual report. A list of current Directors is maintained on Acacia’s website: www.acaciamining.com LSE:ACA www.acaciamining.com 27 Condensed Financial Information Consolidated income statement For the year ended 31 December For the year ended 31 December 2014 2013 930,248 929,004 Cost of sales (688,278) (713,806) Gross profit 241,970 215,198 Corporate administration (32,685) (33,970) (8,388) 1,813 (18,284) (16,927) (Unaudited) (in thousands of United States dollars, except per share amounts) Notes CONTINUING OPERATIONS Revenue 6 Share based payments Exploration and evaluation costs 7 Corporate social responsibility expenses Impairment charges Other charges 8 Profit/(loss) before net finance expense and taxation (10,787) (12,237) - (1,044,310) (47,921) (30,424) 123,905 (920,857) Finance income 9 1,324 1,670 Finance expense 9 (10,043) (9,552) 115,186 (928,739) (25,977) 187,959 89,209 (740,780) 726 (57,653) 89,935 (798,433) 89,209 (740,780) 1,193 (40,321) (467) (17,332) 11 21.8 (180.6) 11 0.3 (9.8) Profit/(loss) before taxation Tax (expense)/credit 10 Net profit/(loss) from continuing operations DISCONTINUED OPERATIONS Net profit/(loss) from discontinued operations 4 Net profit/(loss) for the year Net profit/(loss) attributable to: Owners of the parent (net earnings/(loss)) - Continuing operations - Discontinued operations Non-controlling interests - Discontinued operations Earnings/(loss) per share: - Basic and dilutive earnings/(loss) per share (cents) from continuing operations - Basic and dilutive earnings/(loss) per share (cents) from discontinued operations The notes on pages 33 to 47 are an integral part of this financial information. LSE:ACA www.acaciamining.com 28 Consolidated statement of comprehensive income (Unaudited) (in thousands of United States dollars) Net profit/(loss) for the year For the year ended 31 December For the year ended 31 December 2014 2013 89,935 (798,433) (922) 1,570 89,013 (796,863) 89,480 (779,531) (467) (17,332) Other comprehensive (expense)/income: Items that may be subsequently reclassified to profit or loss: Changes in fair value of cash flow hedges Total comprehensive income/(loss) for the year Attributed to: - Owners of the parent - Non-controlling interests The notes on pages 33 to 47 are an integral part of this financial information. LSE:ACA www.acaciamining.com 29 Consolidated balance sheet (Unaudited) (in thousands of United States dollars) ASSETS Non-current assets Goodwill and intangible assets Property, plant and equipment Deferred tax assets Non-current portion of inventory Derivative financial instruments Other assets Notes 12 13 14 Current assets Inventories Trade and other receivables Derivative financial instruments Other current assets Cash and cash equivalents 15 14 15 Assets of disposal group classified as held for sale Total assets EQUITY AND LIABILITIES Share capital and share premium Other reserves Total owners' equity Non-controlling interests Total equity Non-current liabilities Borrowings Deferred tax liabilities Derivative financial instruments Provisions Other non-current liabilities 16 13 14 17 Current liabilities Trade and other payables Borrowings Derivative financial instruments Provisions Other current liabilities 16 14 17 Liabilities of disposal group classified as held for sale Total liabilities Total equity and liabilities As at 31 December 2014 As at 31 December 2013 211,190 1,425,315 50,852 90,006 1,806 133,020 1,912,189 211,190 1,280,671 50,787 72,689 3,253 137,191 1,755,781 265,526 34,989 1,040 75,822 293,850 671,227 2,583,416 253,676 24,210 1,366 113,945 282,409 675,606 596 2,431,983 929,199 1,068,168 1,997,367 4,781 2,002,148 929,199 992,915 1,922,114 5,248 1,927,362 127,800 61,904 4,079 155,601 17,365 366,749 142,000 35,862 1,207 132,237 10,101 321,407 174,254 14,200 13,729 4,617 7,719 214,519 581,268 147,896 5,074 1,028 12,456 166,454 16,760 504,621 2,583,416 2,431,983 The notes on pages 33 to 47 are an integral part of this financial information. LSE:ACA www.acaciamining.com 30 Consolidated statement of changes in equity (Unaudited) (in thousands of United States dollars) Balance at 1 January 2013 Total comprehensive income/(loss) for the year Dividends to equity holders of the Company Stock option grants Balance at 31 December 2013 Total comprehensive (loss)/income for the year Dividends to equity holders of the Company Stock option grants Balance at 31 December 2014 Notes Cash flow hedging reserve Stock option reserve Retained earnings/ (Accumulated losses) Total owners' equity Total noncontrolling interests Total equity Share capital Share premium Contributed surplus/Other reserve 62,097 867,102 1,368,713 363 3,502 453,933 2,755,710 22,580 2,778,290 62,097 867,102 1,368,713 1,570 1,933 476 3,978 (781,101) (54,541) (381,709) (779,531) (54,541) 476 1,922,114 (17,332) 5,248 (796,863) (54,541) 476 1,927,362 62,097 867,102 1,368,713 (922) 1,011 (284) 3,694 90,402 (13,943) (305,250) 89,480 (13,943) (284) 1,997,367 (467) 4,781 89,013 (13,943) (284) 2,002,148 The notes on pages 33 to 47 are an integral part of this financial information. LSE:ACA www.acaciamining.com 31 Consolidated statement of cash flows For the year ended 31 December 2014 For the year ended 31 December 2013 89,935 (798,433) 25,977 124,113 8,680 (4,332) 20,150 28,988 293,511 1,401 (5,384) 289,528 (187,959) 141,159 7,968 1,061,011 (175) (41,165) 8,181 190,587 1,700 (5,172) 187,115 (246,682) 1,388 (11,633) (65) (256,992) (373,101) (8,289) (588) (4,872) (386,850) Cash flows from financing activities Loans received Dividends paid Finance lease instalments Net cash (used in)/generated by financing activities (13,943) (5,073) (19,016) 142,000 (54,541) (5,137) 82,322 Net increase/(decrease) in cash and cash equivalents Net foreign exchange difference Cash and cash equivalents at 1 January Cash and cash equivalents at 31 December 13,520 (2,079) 282,409 293,850 (117,413) (1,526) 401,348 282,409 (Unaudited) (in thousands of United States dollars) Cash flows from operating activities Net profit/(loss) for the year Adjustments for: Tax expense/(credit) Depreciation and amortisation Finance items Impairment charges Profit on disposal of property, plant and equipment Working capital adjustments Other non-cash items Cash generated from operations before interest and tax Finance income Finance expenses Income tax paid Net cash generated by operating activities Cash flows from investing activities Purchase of property, plant and equipment Investments in other assets Cash flow related to the sale of Tulawaka Acquisition of subsidiary, net of cash acquired Other investing activities Net cash used in investing activities The notes on pages 34 to 47 are an integral part of this financial information. . LSE:ACA www.acaciamining.com 32 Notes to the condensed financial information 1. General Information Acacia Mining plc, formerly African Barrick Gold plc (the “Company”, "Acacia” or collectively with its subsidiaries the “Group”) was incorporated on 12 January 2010 and re-registered as a public limited company on 12 March 2010 under the Companies Act 2006. It is registered in England and Wales with registered number 7123187. On 24 March 2010 the Company’s shares were admitted to the Official List of the United Kingdom Listing Authority (“UKLA”) and to trading on the Main Market of the London Stock Exchange, hereafter referred to as the Initial Public Offering (“IPO”). The address of its registered office is No.1 Cavendish Place, London, W1G 0QF. Barrick Gold Corporation (“Barrick”) currently owns approximately 63.9% of the shares of the Company and is the ultimate parent and controlling party of the Group. The financial statements of Barrick can be obtained from www.barrick.com. The condensed consolidated financial information for the year ended 31 December 2014 was approved for issue by the Board of Directors of the Company on 13 February 2015. The condensed consolidated financial information does not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006. The condensed consolidated financial information is unaudited. The Group’s primary business is the mining, processing and sale of gold. The Group has three operating mines located in Tanzania. The Group also has a portfolio of exploration projects located across Africa. 2. Basis of Preparation of the condensed financial information The financial information set out above does not constitute the Group’s statutory accounts for the year ended 31 December 2014, but is derived from the Group’s full financial accounts, which are in the process of being audited. The Group’s full financial accounts will be prepared under International Financial Reporting Standards as adopted by the European Union. The financial statements are prepared on a going concern basis. The condensed consolidated financial information has been prepared under the historical cost convention basis, as modified by the revaluation of financial assets and financial liabilities (including derivative instruments) at fair value through profit and loss. The financial statements are presented in US dollars (US$) and all monetary results are rounded to the nearest thousand dollars (US) except when otherwise indicated. Where a change in the presentational format between the prior year and current year condensed consolidated financial information has been made during the period, comparative figures have been restated accordingly. No presentational changes were made in the current year. 3. Accounting Policies Accounting policies have remained consistent with the prior year except for the adoption of new standards. a) New and amended standards adopted by the Group The following new standards and amendments to standards are applicable and were adopted by the Group for the first time for the financial year beginning 1 January 2014: Amendment to IAS 32, ‘Financial instruments: Presentation’ on offsetting financial assets and financial liabilities. This amendment clarifies that the right of set-off must not be contingent on a future event. It must also be legally enforceable for all counterparties in the normal course of business, as well as in the event of default, insolvency or bankruptcy. The amendment also considers settlement mechanisms. The amendment did not have a significant effect on the group financial statements. Amendments to IAS 36, ‘Impairment of assets’, on the recoverable amount disclosures for non-financial assets. This amendment removed certain disclosures of the recoverable amount of CGUs which had been included in IAS 36 by the issue of IFRS 13. Amendment to IAS 39, ‘Financial instruments: Recognition and measurement’ on the novation of derivatives and the continuation of hedge accounting. This amendment considers legislative changes to ‘over-the-counter’ derivatives and the establishment of central counterparties. Under IAS 39 novation of derivatives to central counterparties would result in discontinuance of hedge accounting. The amendment provides relief from discontinuing hedge accounting when novation of a hedging instrument meets specified criteria. The group has applied the amendment and there has been no significant impact on the group financial statements as a result. IFRIC 21, ‘Levies’, sets out the accounting for an obligation to pay a levy if that liability is within the scope of IAS 37 ‘Provisions’. The interpretation addresses what the obligating event is that gives rise to pay a levy and when a liability should be recognised. The Group is not currently subjected to significant levies so the impact on the Group is not material. IFRS 10, ‘Consolidated financial statements’ builds on existing principles by identifying the concept of control as the determining factor in whether an entity should be included within the consolidated financial statements of the parent company. The standard provides additional guidance to assist in the determination of control where this is difficult to assess. The amendment did not have a significant effect on the assessment of control. LSE:ACA www.acaciamining.com 33 b) IFRS 11, ‘Joint arrangements’ focuses on rights and obligations of the parties to the arrangement rather than its legal form. Proportional consolidation of joint arrangements is no longer permitted. The amendment did not have a significant effect on the group financial statements. IFRS 12, ‘Disclosures of interests in other entities’ includes the disclosure requirements for all forms of interests in other entities including joint arrangements, associates, structured entities and other off-balance sheet vehicles. The amendment did not have a significant effect on the group financial statements. New and amended standards, and interpretations not yet adopted A number of new standards and amendments to standards and interpretations are effective for annual periods beginning after 1 January 2014, and have not been applied in preparing these condensed consolidated financial statements. 4. IFRS 9, ‘Financial instruments’, addresses the classification, measurement and recognition of financial assets and financial liabilities. The complete version of IFRS 9 was issued in July 2014. It replaces the guidance in IAS 39 that relates to the classification and measurement of financial instruments. IFRS 9 retains but simplifies the mixed measurement model and establishes three primary measurement categories for financial assets: amortised cost, fair value through OCI and fair value through P&L. The basis of classification depends on the entity’s business model and the contractual cash flow characteristics of the financial asset. Investments in equity instruments are required to be measured at fair value through profit or loss with the irrevocable option at inception to present changes in fair value in OCI not recycling. There is now a new expected credit losses model that replaces the incurred loss impairment model used in IAS 39. For financial liabilities there were no changes to classification and measurement except for the recognition of changes in own credit risk in other comprehensive income, for liabilities designated at fair value through profit or loss. IFRS 9 relaxes the requirements for hedge effectiveness by replacing the bright line hedge effectiveness tests. It requires an economic relationship between the hedged item and hedging instrument and for the ‘hedged ratio’ to be the same as the one management actually use for risk management purposes. Contemporaneous documentation is still required but is different to that currently prepared under IAS 39. The standard is effective for accounting periods beginning on or after 1 January 2018. Early adoption is permitted subject to EU endorsement. The group is yet to assess IFRS 9’s full impact. IFRS 15, ‘Revenue from contracts with customers’ deals with revenue recognition and establishes principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. Revenue is recognised when a customer obtains control of a good or service and thus has the ability to direct the use and obtain the benefits from the good or service. The standard replaces IAS 18 ‘Revenue’ and IAS 11 ‘Construction contracts’ and related interpretations. The standard is effective for annual periods beginning on or after 1 January 2017 and earlier application is permitted. The standard is not expected to have a significant impact on the Group. Discontinued Operations and disposal group assets and liabilities held for sale On 15 November 2013, Acacia announced that an agreement was reached with STAMICO, the Tanzanian State Mining Corporation, whereby STAMICO would acquire the Tulawaka Gold Mine (“Tulawaka”) and certain exploration licences surrounding Tulawaka for consideration of US$4.5 million and the grant of a 2% net smelter royalty on future production in excess of 500,000 ounces, capped at US$500,000. On 4 February 2014, Acacia announced the completion of the sale. STAMICO has taken ownership and management of the rehabilitation fund established as part of the closure plan for the mine, in return for the assumption of all remaining past and future closure and rehabilitation liabilities for Tulawaka, and has indemnified the other parties to the agreement in relation to these liabilities. The transfer was completed with a net cash payment of US$11.6 million by Acacia to STAMICO for the balance of the rehabilitation fund, less the transaction consideration. This resulted in a gain of US$4.1 million. The financial results of Tulawaka have been presented as discontinued operations in the consolidated financial statements. The comparative results in the consolidated income statement have been presented as if Tulawaka had been discontinued from the start of the comparative period. LSE:ACA www.acaciamining.com 34 Below is a summary of the results of Tulawaka for the year ended 31 December: (in thousands of United States dollars) Results of discontinued operations Revenue Cost of sales Gross loss Corporate administration 1 Corporate social responsibility expenses Impairment charges 2 Other charges Loss before net finance expense and taxation Finance income Finance expense Loss before taxation Tax credit Net loss for the year 1 2 2014 2013 (118) 805 687 77 (38) 726 726 13,514 (30,368) (16,854) (1,311) (3,259) (16,701) (19,442) (57,567) 30 (116) (57,653) (57,653) 2014 6,300 (11,612) (5,312) 2013 (31,811) (8,702) (40,513) Corporate social responsibility expenses relate to projects supported from the Acacia Maendeleo Fund. Included in other charges are non-operational costs incurred since the cessation of operations of US$1.9 million. Below is a summary of the cash flows from discontinued operations for the year ended 31 December: (in thousands of United States dollars) Operating cash flows Investing cash flows Financing cash flows Total cash flows Below is a summary of Tulawaka’s assets and liabilities at 31 December classified as disposal group held for sale: 2014 - (in thousands of United States dollars) Property, plant and equipment Inventories Disposal group assets held for sale Provisions Disposal group liabilities held for sale Net assets and liabilities of disposal group held for sale 5. 2013 239 357 596 16,760 16,760 (16,164) Segment Reporting The Group has only one primary product produced in a single geographic location, being gold produced in Tanzania. In addition the Group produces copper and silver as a co-product. Reportable operating segments are based on the internal reports provided to the Chief Operating Decision Maker (“CODM”) to evaluate segment performance, decide how to allocate resources and make other operating decisions. After applying the aggregation criteria and quantitative thresholds contained in IFRS 8, the Group’s reportable operating segments were determined to be: North Mara gold mine; Bulyanhulu gold mine; Buzwagi gold mine; a separate Corporate and Exploration segment, which primarily consists of costs related to other charges and corporate social responsibility expenses, as well as discontinued operations (Tulawaka gold mine). Segment results and carrying values include items directly attributable to the segment as well as those that can be allocated on a reasonable basis. Segment carrying values are disclosed and calculated as shareholders equity after adding back debt and intercompany liabilities, and subtracting cash and intercompany assets. Capital expenditures comprise of additions to property, plant and equipment. The Group has also included segment cash costs and all-in sustaining cost per ounce sold. Segment information for the reportable operating segments of the Group for the periods ended 31 December 2014 and 31 December 2013 is set out below. LSE:ACA www.acaciamining.com 35 For the year ended 31 December 2014 (in thousands of United States dollars) Gold revenue Co-product revenue Total segment revenue Segment cash operating cost1 Corporate administration and exploration Other charges and corporate social responsibility expenses EBITDA2 Depreciation and amortisation7 EBIT2 Finance income Finance expense Profit before taxation Tax expense Net profit for the year Capital expenditure: Sustaining Expansionary Capitalised development Non-cash capital expenditure adjustments Reclamation asset addition/(reduction) Other non-cash capital expenditure Total capital expenditure8 Segmental cash operating cost Deduct: co-product revenue Total cash costs Sold ounces3 Attributable cash cost per ounce sold2 Total cash costs2 Corporate administration charges Rehabilitation - accretion and depreciation Mine site exploration costs Corporate social responsibility expenses Capitalised stripping/ UG development Sustaining capital expenditure All-in sustaining cost per ounce sold2 Segment carrying value5 North Mara 346,790 546 347,336 (171,535) Bulyanhulu 269,390 17,287 286,677 (192,363) Buzwagi 268,815 27,420 296,235 (196,256) Other - Continuing operations 884,995 45,253 930,248 (560,154) Discontinued operations6 - Total 884,995 45,253 930,248 (560,154) (10,967) (11,570) (8,533) (28,287) (59,357) - (59,357) (8,519) 156,315 (74,893) 81,422 257 (2,389) 75,640 (23,043) 52,597 (13,811) 68,933 (38,444) 30,489 164 (2,721) 27,932 (7,345) 20,588 (11,188) 80,258 (11,763) 68,495 403 (2,398) 66,501 (20,175) 46,326 (25,190) (53,477) (3,024) (56,501) 500 (2,535) (58,537) 1,408 (57,128) (58,708) 252,029 (128,124) 123,905 1,324 (10,043) 115,186 (25,977) 89,209 687 687 687 77 (38) 726 726 (58,021) 252,716 (128,124) 124,592 1,401 (10,081) 115,912 (25,977) 89,935 18,049 13,126 40,900 72,075 23,388 48,010 60,151 131,549 12,817 31,357 44,174 6,004 6,004 60,258 61,136 132,408 253,802 - 60,258 61,136 132,408 253,802 16,003 88,078 6,141 137,690 (1,131) 43,043 (5,876) 128 21,013 (5,876) 268,939 - 21,013 (5,876) 268,939 171,535 (546) 170,989 274,540 192,363 (17,287) 175,076 215,740 196,256 (27,420) 168,836 213,399 - 560,154 (45,253) 514,901 703,680 - 560,154 (45,253) 514,901 703,680 623 812 791 732 732 623 38 812 52 791 39 732 58 732 58 18 2 18 149 99 947 7 2 7 279 107 1,266 5 1 12 147 60 1,055 11 1 15 188 100 1,105 11 1 15 188 100 1,105 326,760 1,212,004 261,993 LSE:ACA 70,547 1,871,304 - 1,871,304 www.acaciamining.com 36 For the year ended 31 December 2013 (in thousands of United States dollars) Gold revenue Co-product revenue Total segment revenue Segment cash operating cost1 Corporate administration and exploration North Mara 364,574 819 365,393 (172,894) (13,026) Bulyanhulu 262,539 16,882 279,421 (190,647) (14,661) Buzwagi 258,879 25,311 284,190 (202,286) (20,976) Other (421) Continuing operations 885,992 43,012 929,004 (565,827) (49,084) Discontinued operations6 13,483 31 13,514 (20,527) (1,311) Total 899,475 43,043 942,518 (586,354) (50,395) Other charges and corporate social responsibility expenses EBITDA2 Impairment charges Depreciation and amortisation7 EBIT2 Finance income Finance expense Loss before taxation Tax credit Net loss for the year (11,961) 167,512 (307,259) (68,565) (208,312) 327 (2,501) (210,486) 44,283 (166,203) (5,827) 68,286 (35,867) 32,419 662 (1,482) 31,599 (13,977) 17,622 (4,730) 56,198 (690,478) (39,906) (674,186) 406 (2,446) (676,226) 146,990 (529,236) (20,143) (20,564) (46,573) (3,641) (70,778) 275 (3,123) (73,626) 10,663 (62,963) (42,661) 271,432 (1,044,310) (147,979) (920,857) 1,670 (9,552) (928,739) 187,959 (740,780) (22,701) (31,025) (16,701) (9,841) (57,567) 30 (116) (57,653) (57,653) (65,362) 240,407 (1,061,011) (157,820) (978,424) 1,700 (9,668) (986,392) 187,959 (798,433) 38,386 949 65,594 104,929 25,193 114,912 45,428 185,533 31,589 60,136 91,725 690 1,608 2,298 95,858 117,469 171,158 384,485 583 583 96,441 117,469 171,158 385,068 (11,271) 93,658 (10,044) 175,489 (9,230) 82,495 2,298 (30,545) 353,940 (195) 388 (30,740) 354,328 Segmental cash operating cost Deduct: co-product revenue Total cash costs Sold ounces3 Cash cost per ounce sold2 Attributable to outside interests4 Total attributable cash cost per ounce sold2 172,894 (819) 172,075 260,945 659 190,647 (16,882) 173,765 195,304 890 202,286 (25,311) 176,975 187,348 945 - 565,827 (43,012) 522,815 643,597 812 20,527 (31) 20,496 8,778 2,335 586,354 (43,043) 543,311 652,375 833 (6) Cash costs per ounce sold2 Corporate administration charges Rehabilitation - accretion and depreciation Mine site exploration costs Corporate social responsibility expenses Capitalised stripping/ UG development Sustaining capital expenditure Attributable to outside interests4 All-in sustaining cost per ounce sold2 659 38 890 72 945 51 812 50 2,335 149 833 51 29 12 31 251 207 7 3 6 233 133 15 2 4 321 168 18 6 19 266 175 86 6 371 66 1,227 1,344 1,506 1,346 3,013 19 6 24 262 173 (6) 1,362 367,326 1,116,142 253,344 1,817,817 10,489 1,828,306 Capital expenditure: Sustaining Expansionary Capitalised development Non-cash capital expenditure adjustments Reclamation asset addition/(reduction) Total capital expenditure Segment carrying value5 827 81,005 1 The CODM reviews cash operating costs for the three operating mine sites separately from corporate administration costs and exploration costs. Consequently, the Group has reported these costs in this manner. 2 These are non-IFRS financial performance measures with no standard meaning under IFRS. Refer to ‘Non IFRS measures’ on page 25 for definitions. 3 Reflects 100% of ounces sold. 4 Reflects the adjustment for non-controlling interest at Tulawaka. 5 Segment carrying values are calculated as shareholders equity after adding back debt and intercompany liabilities, and subtracting cash and intercompany assets and include outside shareholders’ interests. 6 Represents Tulawaka, which has been discontinued. 7 Depreciation and amortisation includes the depreciation component of the cost of inventory sold. 8 Capital expenditure for the segment note and all-in sustaining cost calculations excludes foreign exchange movements on property, plant and equipment balances which are included in note 12 Property, plant and equipment. LSE:ACA www.acaciamining.com 37 6. Revenue (in thousands of United States dollars) Gold doré sales Gold concentrate sales¹ Copper concentrate sales¹ Silver sales Total For the year ended 31 December 2014 For the year ended 31 December 2013 602,173 282,822 40,507 4,746 930,248 659,760 226,231 37,539 5,474 929,004 1 Concentrate sales includes negative provisional price adjustments to the accounts receivable balance due to changes in market gold, silver and copper prices prior to final settlement as follows: US$5.4 million for the year ended 31 December 2014 (US$12.2 million for the year ended 31 December 2013). (in thousands of United States dollars) Revenue by Location of Customer Europe Switzerland Germany Asia India China Japan Total revenue 2 2 For the year ended 31 December 2014 For the year ended 31 December 2013 104,981 257,914 73,126 603,807 134,844 86,616 930,248 403,956 117,099 76,909 929,004 Revenue by location of customer is determined based on the country to which the gold is delivered. Included in revenues for the year ended 31 December 2014 are sales to seven major customers. Revenues of approximately US$625 million (2013: US$681 million) arose from sales to four of the Group’s largest customers. 7. Exploration and Evaluation costs The following represents a summary of exploration and evaluation expenditures incurred at each mine site and significant exploration targets (if applicable). (in thousands of United States dollars) Expensed during the year: North Mara Buzwagi Bulyanhulu Kenya 1 Other Total expensed Capitalised during the year: North Mara Bulyanhulu Nyanzaga Total capitalised Total For the year ended 31 December 2014 For the year ended 31 December 2013 478 148 7,595 5,554 4,509 18,284 3,099 366 656 4,407 8,399 16,927 1,957 204 2,161 20,445 410 1,945 1,608 3,963 20,890 1 - Included in “other” are the exploration activities conducted through Acacia Exploration Africa Limited and in West Africa for the South Houndé Project. All primary greenfield exploration and evaluation activities are conducted in these companies. LSE:ACA www.acaciamining.com 38 8. Other Charges For the year ended 31 December 2014 For the year ended 31 December 2013 13,689 13,621 13,516 326 710 6,710 1,626 1,196 89 86 51,569 13,305 1,375 7,203 1,369 1,463 3,138 3,246 2,387 3,617 37,103 Other income Discounting of indirect tax receivables Profit on disposal of property, plant and equipment Foreign exchange gains Insurance theft claim Total (3,648) (3,648) (99) (3,622) (2,958) (6,679) Total other charges 47,921 30,424 For the year ended 31 December 2014 868 456 1,324 For the year ended 31 December 2013 937 733 1,670 For the year ended 31 December 2014 4,697 2,447 3,925 439 606 862 12,976 (2,933) 10,043 For the year ended 31 December 2013 4,468 3,050 2,413 658 756 620 11,965 (2,413) 9,552 (in thousands of United States dollars) Other expenses Operational Review costs (including restructuring cost) Discounting of indirect tax receivables Unrealised non-hedge derivative losses Foreign exchange losses Bad debt expense Disallowed indirect taxes Legal costs CNG related costs (residual) Government levies and charges Project development costs Loss on disposal of property, plant and equipment Other Total 9. Finance Income and Expenses a) Finance income (in thousands of United States dollars) Interest on time deposits Other Total b) Finance expense (in thousands of United States dollars) 1 Unwinding of discount 2 Revolving credit facility charges Interest on CIL facility Interest on finance leases Bank charges Other Capitalised during the year Total 1 The unwinding of discount is calculated on the environmental rehabilitation provision. 2 Included in credit facility charges are the amortisation of the fees related to the revolving credit facility as well as the monthly interest and facility fees. LSE:ACA www.acaciamining.com 39 10. Tax Expense/(Credit) (in thousands of United States dollars) Current tax: Current tax on profits for the year Adjustments in respect of prior years Total current tax Deferred tax: Origination and reversal of temporary differences Total deferred tax Income tax expense/(credit) For the year ended 31 December 2014 For the year ended 31 December 2013 - 40 40 25,977 25,977 25,977 (187,999) (187,999) (187,959) The tax on the Group’s profit before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to the profits of the consolidated entities as follows: (in thousands of United States dollars) Profit/(loss) before tax Tax calculated at domestic tax rates applicable to profits in the respective countries Tax effects of: Expenses not deductible for tax purposes Utilisation of previously unrecognised tax losses Tax losses for which no deferred income tax asset was recognised Prior year adjustments Tax charge/(credit) For the year ended 31 December 2014 115,186 For the year ended 31 December 2013 (928,739) 41,544 (291,546) 438 (21,140) 8,039 (2,904) 25,977 13,111 84,904 5,572 (187,959) Tax periods remain open to review by the Tanzanian Revenue Authority (TRA) in respect of income taxes for five years following the date of the filing of the corporate tax return, during which time the authorities have the right to raise additional tax assessments including penalties and interest. Under certain circumstances the reviews may cover longer periods. Because a number of tax periods remain open to review by tax authorities, there is a risk that transactions that have not been challenged in the past by the authorities may be challenged by them in the future, and this may result in the raising of additional tax assessments plus pe nalties and interest. LSE:ACA www.acaciamining.com 40 11. Earnings/(loss) Per Share (EPS) Basic EPS is calculated by dividing the net profit for the year attributable to owners of the Company by the weighted average number of Ordinary Shares in issue during the year. Diluted earnings per share is calculated by adjusting the weighted average number of Ordinary Shares outstanding to assume conversion of all dilutive potential Ordinary Shares. The Company has dilutive potential Ordinary Shares in the form of stock options. The weighted average number of shares is adjusted for the number of shares granted assuming the exercise of stock options. At 31 December 2014 and 31 December 2013, earnings per share have been calculated as follows: For the year ended 31 December 2014 For the year ended 31 December 2013 89,209 1,193 (740,780) (40,321) Weighted average number of Ordinary Shares in issue Adjusted for dilutive effect of stock options 410,085,499 218,126 410,085,499 - Weighted average number of Ordinary Shares for diluted earnings per share 410,303,625 410,085,499 21.8 0.3 22.1 (180.6) (9.8) (190.4) (in thousands of United States dollars except per share amounts) Earnings/(loss) Net profit/(loss) from continuing operations attributable to owners of the parent Net profit/(loss) from discontinued operations attributable to owners of the parent Earnings/(loss) per share Basic and dilutive earnings/(loss) per share from continuing operations (cents) Basic and dilutive earnings/(loss) per share from discontinued operations (cents) Group basic and dilutive earnings/ (loss) per share 12. Property, Plant and Equipment At 1 January 2014, net of accumulated depreciation Additions Disposals/write-downs Depreciation Transfers between categories At 31 December 2014 Plant and equipment 392,644 (182) (55,411) 233,518 570,569 Mineral properties and mine development costs 651,763 (68,702) 127,751 710,812 Assets under construction¹ 236,264 268,939 (361,269) 143,934 Total 1,280,671 268,939 (182) (124,113) 1,425,315 At 1 January 2014 Cost Accumulated depreciation Net carrying amount 1,518,500 (1,125,856) 392,644 1,383,693 (731,930) 651,763 236,264 236,264 3,138,457 (1,857,786) 1,280,671 At 31 December 2014 Cost Accumulated depreciation and impairment Net carrying amount 1,750,743 (1,180,174) 570,569 1,511,444 (800,632) 710,812 143,934 143,934 3,406,121 (1,980,806) 1,425,315 For the year ended 31 December 2014 (in thousands of United States dollars) LSE:ACA www.acaciamining.com 41 For the year ended 31 December 2013 (in thousands of United States dollars) At 1 January 2013, net of accumulated depreciation Additions Disposals/write-downs 2,3 Impairments Depreciation 3 Transfers between categories Reclassification to disposal group assets held for sale 3 At 31 December 2013 At 1 January 2013 Cost Accumulated depreciation Net carrying amount At 31 December 2013 3 Cost 3 Accumulated depreciation and impairment Net carrying amount Plant and equipment 945,118 (477) (607,368) (84,350) 139,721 Mineral properties and mine development costs 819,063 (299,454) (56,809) 189,202 Assets under construction¹ 210,859 354,328 (328,923) Total 1,975,040 354,328 (477) (906,822) (141,159) - 392,644 (239) 651,763 236,264 (239) 1,280,671 1,475,374 (530,256) 945,118 1,250,088 (431,025) 819,063 210,859 210,859 2,936,321 (961,281) 1,975,040 1,518,500 (1,125,856) 392,644 1,383,693 (731,930) 651,763 236,264 236,264 3,138,457 (1,857,786) 1,280,671 1 Assets under construction represents (a) sustaining capital expenditures incurred constructing property, plant and equipment related to operating mines and advance deposits made towards the purchase of property, plant and equipment; and (b) expansionary expenditure allocated to a project on a business combination or asset acquisition, and the subsequent costs incurred to develop the mine. Once these assets are ready for their intended use, the balance is transferred to plant and equipment and/or mineral properties and mine development costs. 2 The impairment in 2013 relates to long lived assets at Buzwagi, North Mara and Tulawaka. 3 2013 carrying values have been restated to correct the allocation of movements between asset categories. This has not resulted in a change in the total carrying value. Leases Property, plant and equipment includes assets relating to the design and construction costs of power transmission lines and related infrastructure. At completion, ownership was transferred to TANESCO in exchange for amortised repayment in the form of reduced electricity supply charges. No future lease payment obligations are payable under these finance leases. Property, plant and equipment also includes emergency back-up and spinning power generators leased at the Buzwagi mine under a three-year lease agreement, with an option to purchase the equipment at the end of the lease term. These leases have been classified as finance leases. Property, plant and equipment also includes five drill rigs purchased under short-term finance leases. The following amounts were included in property, plant and equipment where the Group is a lessee under a finance lease: As at 31 December 2014 70,764 (53,246) 17,518 (in thousands of United States dollars) Cost - capitalised finance leases Accumulated depreciation and impairment Net carrying amount LSE:ACA As at 31 December 2013 70,764 (50,091) 20,673 www.acaciamining.com 42 13. Deferred Tax Assets and Liabilities Unrecognised deferred tax assets Deferred tax assets have not been recognised in respect of the following items: As at 31 December 2014 397,153 397,153 (in thousands of United States dollars) Tax losses Total As at 31 December 2013 418,263 418,263 The above tax losses, which translate into deferred tax assets of approximately US$111 million (2013: US$126 million), have not been recognised in respect of these items due to uncertainties regarding availability of tax losses, or there being uncertainty regarding future taxable income against which these assets can be utilised. Recognised deferred tax assets and liabilities Deferred tax assets and liabilities are attributable to the following: Balance sheet classifications Balance sheet classification (in thousands of United States dollars) Property, plant and equipment Provisions Interest deferrals Tusker acquisition Kenya acquisition Tax loss carry-forwards Net deferred tax (assets)/liabilities Assets 2014 (10,663) (23,129) (322,116) (355,908) 2013 (11,756) (22,960) (289,821) (324,537) Liabilities 2014 2013 357,071 341 6,668 2,880 366,960 297,421 286 7,340 4,565 309,612 Net 2014 357,071 (10,663) (22,788) 6,668 2,880 (322,116) 11,052 2013 297,421 (11,756) (22,674) 7,340 4,565 (289,821) (14,925) Legal entities Legal entities (in thousands of United States dollars) North Mara Gold Mine Ltd Bulyanhulu Gold Mine Ltd Pangea Minerals Ltd Other Net deferred tax (assets)/liabilities 2014 Assets 2013 (48,066) (2,786) (50,852) (48,066) (2,721) (50,787) Liabilities 2014 2013 30,897 21,323 9,684 61,904 10,098 13,594 12,170 35,862 Net 2014 2013 30,897 21,323 (48,066) 6,898 11,052 10,098 13,594 (48,066) 9,449 (14,925) Uncertainties regarding availability of tax losses in respect of enquiries raised and additional tax assessments issued by the TRA, have been measured using the single best estimate of likely outcome approach resulting in the recognition of substantially all the related deferred tax assets and liabilities. Alternative acceptable measurement policies (e.g. on a weighted average expected outcome basis) could result in a change to deferred tax assets and liabilities being recognised, and the deferred tax charge in the income statement. No deferred tax has been recognised in respect of temporary differences associated with investments in subsidiaries where the Group is in a position to control the timing of the reversal of the temporary differences, and it is probable that such differences will not reverse in the foreseeable future. The aggregate amount of temporary differences associated with such investments in subsidiaries is represented by the contribution of those investments to the Group’s retained earnings and amounted to US$325 million (2013: US$327 million). LSE:ACA www.acaciamining.com 43 14. Derivative financial instruments The table below analyses financial instruments carried at fair value, by valuation method. The Group has derivative financial instruments in the form of economic and cash flow hedging contracts which are all defined as level two instruments as they are valued using inputs other than quoted prices that are observable for the assets or liabilities. The following tables present the group’s assets and liabilities that are measured at fair value at 31 December 2014 and 31 December 2013. Assets (in thousands of United States dollars) For the year ended 31 December 2014 Interest contracts: Designated as cash flow hedges Currency contracts: Not designated as hedges Commodity contracts: Not designated as hedges Total Liabilities Current Non-current Current Non-current Net fair value 1,040 1,040 1,806 1,806 1,054 819 11,856 13,729 4,079 4,079 752 (819) (14,895) (14,962) Assets (in thousands of United States dollars) For the year ended 31 December 2013 Currency contracts: Designated as cash flow hedges Interest contracts: Designated as cash flow hedges Currency contracts: Not designated as hedges Commodity contracts: Not designated as hedges Total Liabilities Current Non-current Current Non-current Net fair value 158 1,208 1,366 3,191 3 59 3,253 1,168 3,666 240 5,074 353 449 387 18 1,207 (353) 1,574 (3,892) 1,009 (1,662) 15. Trade Receivables and other Current Assets (in thousands of United States dollars) Trade and other receivables: Amounts due from doré and concentrate sales Other receivables¹ Due from related parties Less: Provision for doubtful debt on other receivables Total trade receivables As at 31 December 2014 As at 31 December 2013 26,202 10,270 38 (1,521) 16,204 10,102 37 (2,133) 34,989 24,210 1 Other receivables relates to employee and supplier backcharge-related receivables and refundable deposits. Trade receivables other than concentrate receivables are non-interest bearing and are generally on 30-90 day terms. Concentrate receivables are generally on 60-120 day terms depending on the terms per contract. Trade receivables are amounts due from customers in the ordinary course of business. If collection is expected in one year or less, they are classified as current assets; if not, they are presented as non-current assets. The carrying value of trade receivables recorded in the financial statements represents the maximum exposure to credit risk. The Group does not hold any collateral as security. Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less any provisions for impairment. A provision for impairment of trade receivables is established when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables. LSE:ACA www.acaciamining.com 44 As at 31 December 2014 108,143 29,926 138,069 (62,247) 75,822 (in thousands of United States dollars) 2 Indirect taxes receivable Other receivables and advance payments³ Less: Indirect taxes receivable classified as non-current Other current assets As at 31 December 2013 159,824 18,912 178,736 (64,791) 113,945 2 To reflect the time value of money the long-term portion of this receivable has been discounted at a rate of 5% (2013: 5%). 3 Other receivables and advance payments relate to prepayments for insurance and income taxes offset against outstanding refunds for VAT and fuel levies and current amounts receivable from the NSSF of US$5.5 million (2013: US$7.0 million). 16. Borrowings During 2013, a US$142 million facility was put in place to fund the bulk of the costs of the construction of one of Acacia’s key growth projects, the Bulyanhulu CIL Expansion project (“Project”). The Facility is collateralised by the Project, has a term of seven years with a spread over Libor of 250 basis points. The interest rate has been fixed at 3.6% through the use of an interest rate swap. The 7 year Facility is repayable in equal bi-annual instalments over the term of the Facility, after a two year repayments holiday period. The first principal payment is due in H2 2015. The full facility of US$142 million was drawn at the end of 2013. Interest accrued to the value of US$0.7 million was included in accounts payable at year end. Interest incurred on the borrowings as well as hedging losses on the interest rate swap were capitalised as an asset until the CIL plant was commissioned at the beginning of Q4 and have since been expensed. An amount of US$1.0 million has been expensed. 17. Provisions (in thousands of United States dollars) At 1 January Change in estimate Utilised during the year Unwinding of discount Additions during the year Reclassification to disposal group liabilities held for sale At 31 December Current portion Non-current portion Rehabilitation¹ 2014 2013 131,701 180,548 21,013 (30,740) (399) (5,843) 4,697 4,496 157,012 (1,411) 155,601 (16,760) 131,701 131,701 2014 1,564 (86) (531) 2,259 Other² 2013 1,040 524 - 2014 133,265 20,927 (930) 4,697 2,259 Total 2013 181,588 (30,216) (5,843) 4,496 - 3,206 (3,206) - 1,564 (1,028) 536 160,218 (4,617) 155,601 (16,760) 133,265 (1,028) 132,237 1 Rehabilitation provisions relate to the decommissioning costs expected to be incurred for the operating mines. This expenditure arises at different times over the LOM for the different mine sites and is expected to be utilised in terms of cash outflows between years 2015 and 2050 and beyond, varying from mine site to mine site. 2 Other provisions relate to provisions for legal and tax-related liabilities where the outcome is not yet certain but it is expected that it will lead to a probable outflow of economic benefits in future. Rehabilitation obligations arise from the acquisition, development, construction and normal operation of mining property, plant and equipment, due to government controls and regulations that protect the environment on the closure and reclamation of mining properties. The major parts of the carrying amount of the obligation relate to tailings and waste rock dumps closure/rehabilitation and surface contouring; demolition of buildings/mine facilities; ongoing water treatment; and ongoing care and maintenance of closed mines. The fair values of rehabilitation provisions are measured by discounting the expected cash flows using a discount factor that reflects the credit-adjusted risk-free rate of interest. Acacia prepares estimates of the timing and amount of expected cash flows when an obligation is incurred and updates expected cash flows to reflect changes in facts and circumstances. The principal factors that can cause expected cash flows to change are: the construction of new processing facilities; changes in the quantities of material in reserves and a corresponding change in the LOM plan; changing ore characteristics that impact required environmental protection measures and related costs; changes in water quality that impact the extent of water treatment required; and changes in laws and regulations governing the protection of the environment. Each year Acacia assesses cost estimates and other assumptions used in the valuation of the rehabilitation provision at each mineral property to reflect events, changes in circumstances and new information available. Changes in these cost estimates and assumptions are recorded as an adjustment to the carrying amount of the corresponding asset. Rehabilitation provisions are adjusted to reflect the passage of time (accretion) calculated by applying the discount factor implicit in the initial fair-value measurement to the beginning-of-period carrying amount of the provision. Settlement gains/losses will be recorded in other (income) expense. Other environmental remediation costs that are not rehabilitation provisions are expensed as incurred. LSE:ACA www.acaciamining.com 45 18. Commitments and Contingencies The Group is subject to various laws and regulations which, if not observed, could give rise to penalties. As at 31 December 2014, the Group has the following commitments and/ or contingencies a) Legal contingencies As at 31 December 2014, the Group was a defendant in approximately 289 lawsuits. The plaintiffs are claiming damages and interest thereon for the loss caused by the Group due to one or more of the following: unlawful eviction, termination of services, wrongful termination of contracts of service, non-payment for services, defamation, negligence by act or omission in failing to provide a safe working environment, unpaid overtime and public holiday compensation. The total amounts claimed from lawsuits in which specific monetary damages are sought amounted to US$184.7 million. The Group’s Legal Counsel is defending the Group’s current position, and the outcome of the lawsuits cannot presently be determined. However, in the opinion of the Directors and Group’s Legal Counsel, no material liabilities are expected to materialise from these lawsuits that have not already been provided for. Included in the total amounts claimed is an appeal by the TRA intended for a tax assessment of US$21.3 million in respect of the acquisition of Tusker Gold Limited. The case was awarded in favour of Acacia however the TRA has served a notice of appeal. The calculated tax assessment is based on the sales price of the Nyanzaga property of US$71 million multiplied by the tax rate of 30%. Management is of the opinion that the assessment is invalid due to the fact that the acquisition was for Tusker Gold Limited, a company incorporated in Australia. The shareholding of the Tanzanian related entities did not change and the Tusker Gold Limited group structure remains the same as prior to the acquisition. Also included in the total amounts claimed are TRA claims to the value of US$41.3 million for withholding tax on historic offshore dividend payments paid by Acacia Mining plc to its shareholders. In addition to the claim, there are six other withholding tax claims which have not been quantified. These claims are made on the basis that Acacia is resident in Tanzania for tax purposes. Management are of the opinion that the claims do not have substance and that it will be successfully defended. In 2013, a number of Tanzanian claimants represented by Leigh Day initiated proceedings against African Barrick Gold plc (now Acacia Mining plc) and its subsidiary, North Mara Gold Mine Limited (“NMGML”), in the English Courts in relation to injuries and fatalities at the North Mara mine. The claims were denied by Acacia Mining and NMGML and the litigation and further claims have been settled out of court. NMGML and Diamond Motors Ltd (DML) have entered into arbitration over the interpretation of drilling contracts entered into by the parties, relating to periodic rate review and other provisions of the contracts. The claim by DML against NMGML is quantified as US$17.2 million, together with interest and unspecified damages. NMGML has counterclaimed against this amount and raised a provision of US$4.2 million reflecting the view of NMGML as to the proper interpretation and application of the rate review clauses of the Contracts. A claim has been made for US$15 million by the contractor responsible for the engineering, procurement and construction of a carbon in leach circuit at Bulyanhulu Gold Mine (“BGML”). BGML has made claims in relation to delay damages and other breaches of the contract totalling US$22 million. These claims were referred to adjudication, with the initial decision finding in favour of the contractor. The claims have now been referred to arbitration and management is of the opinion that it will be successful in respect of both claims. b) Tax-related contingencies The TRA has issued a number of tax assessments to the Group relating to past taxation years from 2002 onwards. The Group believes that these assessments are incorrect and has filed objections to each of them. The Group is attempting to resolve these matters by means of discussions with the TRA or through the Tanzanian Appeals process. During 2013, the Board ruled in favour of BGML in relation to 7 of 10 issues raised by the TRA in final assessments for 2000 – 2006 years under review. The TRA filed a notice of intention to appeal against the ruling of the Board and Acacia filed a counter appeal in respect of BGML to the Appeals Tribunal for all 3 items that were lost. The Tribunal delivered its judgement in 2014 and confirmed the Board’s decision on the three items that Acacia lost. Following the Tribunals decision, two notices of intention to appeal were filed.The positions that were ruled against BGML were sufficiently provided for in prior year results and management is of the opinion that open issues will not result in any material liabilities to the Group. c) Exploration and development agreements – Mining Licences Pursuant to agreements with the Government of the United Republic of Tanzania, the Group was issued special mining licences for Bulyanhulu, Buzwagi, and North Mara mines and mining licences for building materials at Bulyanhulu and Buzwagi Mines. The agreement requires the Group to pay to the government of Tanzania annual rents of US$5,000 per annum per square kilometre for as long as the Group holds the special mining licences and US$2,000 per annum per square kilometre for so long as the Group LSE:ACA www.acaciamining.com 46 holds the mining licences for building materials. The total commitment for 2015 for the remaining special mining licences and mining licences for building materials amount to US$0.66 million (2014: US$0.65 million).. d) Purchase commitments At 31 December 2014, the Group had purchase obligations for supplies and consumables of approximately US$64 million (2013: US$48 million). e) Capital commitments In addition to entering into various operational commitments in the normal course of business, the Group entered into contracts for capital expenditure of approximately US$20 million in 2014 (2013: US$6 million). 19. Post Balance Sheet Events A final dividend of US2.8 cents per share has been proposed, which will result in a total dividend of US4.2 cents per share for 2014. The final dividend is to be proposed at the Annual General Meeting on 23 April 2015 and paid on 29 May 2015 to shareholders on the register on 8 May 2015. The ex-dividend date is 7 May 2015. These financial statements do not reflect this dividend payable. LSE:ACA www.acaciamining.com 47 Reserves and Resources Mineral reserves and mineral resources estimates contained in this report have been calculated as at 31 December 2014 in accordance with National Instrument 43-101 as required by Canadian securities regulatory authorities, unless otherwise stated. Canadian Institute of Mining, Metallurgy and Petroleum (CIM) definitions were followed for mineral reserves and resources. Calculations have been reviewed, verified (including estimation methodology, sampling, analytical and test data) and compiled by Acacia personnel under the supervision of Acacia Qualified Persons: Nic Schoeman, General Manager Technical Services, Haydn Hadlow, Chief Mineral Resources Manager, and Samuel Eshun, Technical Services Manager. However, the figures stated are estimates and no assurances can be given that the indicated quantities of metal will be produced. In addition, totals stated may not add up due to rounding. Mineral reserves have been calculated using an assumed long-term average gold price of US$1,300.00 per ounce, a silver price of US$20.00 per ounce and a copper price of US$3.00 per pound. Reserve calculations incorporate current and/or expected mine plans and cost levels at each property and reflect contained ounces. Mineral resources at Acacia mines have been calculated using an assumed long-term average gold price of US$1,500.00 per ounce, a silver price of US$20.00 per ounce and a copper price of US$3.00 per pound and reflect contained ounces. Resources have been estimated using varying cut-off grades, depending on the type of mine or project, its maturity and ore types at each property. Reserve estimates are dynamic and are influenced by changing economic conditions, technical issues, environmental regulations and any other relevant new information and therefore these can vary from year to year. Resource estimates can also change and tend to be influenced mostly by new information pertaining to the understanding of the deposit and secondly the conversion to ore reserves. In addition, estimates of inferred mineral resources may not form the basis of an economic analysis and it cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. Therefore, investors are cautioned not to assume that all or any part of an inferred mineral resource exists, that it can be economically or legally mined, or that it will ever be upgraded to a higher category. Likewise, investors are cautioned not to assume that all or any part of measured or indicated mineral resources will ever be upgraded to mineral reserves. LSE:ACA www.acaciamining.com 48 Mine Gold Reserves & Resources 2014 YE 2013 YE Bulyanhulu-Underground Proven and probable Mineral Resource Inferred Tonnes (000's) 29,681 12,399 13,725 Grade Au (g/t) 9.667 8.491 9.897 Ounce (000's) 9,225 3,385 4,367 Tonnes (000's) 29,610 10,225 6,632 Grade Au (g/t) 9.530 10.653 12.877 Ounce (000's) 9,072 3,502 2,745 Bulyanhulu- Tailings Proven and probable Mineral Resource Inferred 9,082 - 1.046 - 305 - 7,974 - 1.229 - 315 - Buzwagi Proven and probable Mineral Resource Inferred 20,762 48,333 4,623 1.345 1.298 1.237 898 2,017 184 24,105 49,109 7,173 1.445 1.291 1.183 1,120 2,038 273 North Mara Proven and probable Mineral Resource Inferred 23,653 17,960 10,073 2.692 2.873 3.236 2,047 1,659 1,048 21,710 25,266 735 3.169 3.316 2.730 2,212 2,694 65 Total Proven and probable Mineral Resource Inferred 83,178 78,692 28,422 4.665 2.791 6.128 12,475 7,061 5,599 83,399 84,600 14,540 4.743 3.027 6.595 12,719 8,233 3,083 Grade Au (g/t) 1.320 0.952 Ounce (000's) 4,034 68 Tonnes (000's) 95,054 2,214 Grade Au (g/t) 1.320 0.952 Exploration Property Gold Reserves & Resources 2014 YE 2013 YE Tusker (Nyanzaga) Proven and probable Mineral Resource Inferred Tonnes (000's) 95,054 2,214 Kilimani (Nyanzaga) Proven and probable Mineral Resource Inferred 2,298 828 0.929 0.858 - 2,298 828 0.929 0.858 - 69 23 Golden Ridge Proven and probable Mineral Resource Inferred 7,944 1,414 2.779 2.268 710 103 7,944 1,414 2.779 2.268 710 103 Total Exploration Proven and probable Mineral Resource 105,296 1.422 4,812 105,296 1.422 4,812 4,456 1.352 194 4,456 1.352 194 83,178 183,988 32,877 4.665 2.007 5.481 12,475 11,873 5,793 83,399 189,895 18,995 4.743 2.137 5.365 12,719 13,046 3,276 Inferred Total Acacia Proven and probable Mineral Resource Inferred LSE:ACA Ounce (000's) 4,034 68 69 23 www.acaciamining.com 49 Contained Copper Reported w ithin Gold Reserves & Resources 2014 YE Tonnes (000's) 29,681 12,399 13,725 Grade Cu (%) 0.586 0.510 0.609 2013 YE Pounds (000's) 383,707 139,306 184,269 Tonnes (000's) 29,610 10,225 6,632 Grade Cu (%) 0.566 0.671 0.774 Pounds (000's) 369,616 151,237 113,174 7,974 - 0.036 - 6,329 - Bulyanhulu-Underground Proven and probable Mineral Resource Inferred Bulyanhulu- Tailings Proven and probable Mineral Resource Inferred - - Buzw agi Proven and probable Mineral Resource Inferred 20,762 48,333 4,623 0.095 0.110 0.109 43,647 116,817 11,066 24,105 49,109 7,173 0.100 0.109 0.084 53,263 118,283 13,323 Total Proven and probable Mineral Resource Inferred 50,443 60,732 18,348 0.384 0.191 0.483 427,354 256,123 195,335 61,689 59,333 13,805 0.316 0.206 0.416 429,207 269,520 126,497 - Contained Silver Reported w ithin Gold Reserves & Resources 2014 YE Bulyanhulu-Underground Proven and probable Mineral Resource Inferred Tonnes (000's) 29,681 12,399 13,725 Bulyanhulu- Tailings Proven and probable Mineral Resource Inferred 9,082 - Total Proven and probable Mineral Resource Inferred 38,763 12,399 13,725 LSE:ACA 2013 YE Grade Ag (g/t) 8.321 6.506 7.097 Ounce (000's) 7,941 2,594 3,132 Tonnes (000's) 29,610 10,225 6,632 Grade Ag (g/t) 8.066 8.437 10.159 Ounce (000's) 7,679 2,773 2,166 3.275 - 956 - 7,974 - 3.848 - 987 - 8,897 2,594 3,132 37,584 10,225 6,632 7.171 8.437 10.159 7.139 6.506 7.097 8,665 2,773 2,166 www.acaciamining.com 50 Mine Gold Reserves Mine Bulyanhulu -Underground Classification Proven Probable Total (P+P) Tonnes 1,473,149 28,208,118 29,681,267 Bulyanhulu - Tailings Proven Probable Total (P+P) 9,081,538 9,081,538 1.046 1.046 305,395 305,395 Buzw agi Proven Probable Total (P+P) 6,640,954 14,120,973 20,761,927 1.011 1.501 1.345 215,936 681,643 897,579 North Mara Proven Probable Total (P+P) 3,859,459 19,793,514 23,652,973 2.117 2.804 2.692 262,671 1,784,185 2,046,855 Total Mine Gold Reserves Proven Probable Total (P+P) 11,973,563 71,204,142 83,177,705 2.687 4.997 4.665 1,034,522 11,440,539 12,475,061 Contained Copper Reported w ithin Gold Reserves Classification Bulyanhulu -Underground Proven Probable Total Tonnes 1,473,149 28,208,118 29,681,267 - Grade Au (g/t) Contained Au (oz) 11.737 555,916 9.559 8,669,316 9.667 9,225,232 Grade Cu (%) Contained Cu(lbs) 0.661 21,478,803 0.582 362,227,859 0.586 383,706,662 Bulyanhulu - Tailings Proven Probable Total Buzw agi Proven Probable Total 6,640,954 14,120,973 20,761,927 0.067 0.109 0.095 9,862,505 33,784,850 43,647,355 Total Copper Reported w ithin Gold Reserves Proven Probable Total 8,114,103 42,329,090 50,443,194 0.175 0.424 0.384 31,341,308 396,012,709 427,354,018 Contained Silver Reported w ithin Gold Reserves Classification Bulyanhulu -Underground Proven Probable Total Bulyanhulu - Tailings Tonnes 1,473,149 28,208,118 29,681,267 - - Grade Ag (g/t) Contained Ag (oz) 8.830 418,223 8.294 7,522,301 8.321 7,940,524 Proven Probable Total 9,081,538 9,081,538 3.275 3.275 956,190 956,190 Proven Probable Total 1,473,149 37,289,656 38,762,805 8.830 7.072 7.139 418,223 8,478,491 8,896,714 Total Silver Reported w ithin Gold Reserves LSE:ACA www.acaciamining.com 51 Mine Resource (Measured & Indicated, exclusive of Reserves) Classification Bulyanhulu-Underground Measured Indicated Total (M+I) Tonnes 12,399,103 12,399,103 Grade Au (g/t) 8.491 8.491 Bulyanhulu - Tailings Measured Indicated Total (M+I) Buzw agi Measured Indicated Total (M+I) 209,019 48,123,770 48,332,789 1.583 1.297 1.298 10,641 2,006,270 2,016,911 North Mara Measured Indicated Total (M+I) 2,849,472 15,110,890 17,960,361 2.704 2.305 2.873 247,737 1,411,197 1,658,934 Measured Indicated Total (M+I) 3,058,490 75,633,763 78,692,253 2.628 2.797 2.791 258,378 6,802,518 7,060,896 Total Mine Resource (M+I) - Contained Au (oz) 3,385,051 3,385,051 - - Contained Copper w ithin gold resources Bulyanhulu-Underground Classification Measured Indicated Total (M+I) Tonnes Grade (%) 12,399,103 12,399,103 139,306,110 139,306,110 Bulyanhulu - Tailings Measured Indicated Total (M+I) Buzw agi Measured Indicated Total (M+I) 209,019 48,123,770 48,332,789 0.116 0.110 0.110 533,772 116,283,141 116,816,913 Measured Indicated Total (M+I) 209,019 60,522,873 60,731,892 0.116 0.192 0.191 533,772 255,589,251 256,123,023 Grade Ag (g/t) 6.506 6.506 Contained Au (oz) 2,593,528 2,593,528 Total Copper w ithin gold resource - Pounds 0.510 0.510 - - Contained Silver w ithin gold resources Bulyanhulu - Underground Bulyanhulu - Tailings Total Silver w ithin gold resource Classification Measured Indicated Total (M+I) Measured Indicated Total (M+I) Tonnes 12,399,103 12,399,103 - Measured Indicated Total (M+I) 12,399,103 12,399,103 LSE:ACA 6.506 6.506 2,593,528 2,593,528 www.acaciamining.com 52
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